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Terms of Use of the Platform

Terms of Use of the Platform

(as amended on 22.04.2020)

1. Terms and Definitions

Marketplace means Enex Limited Liability Company, INN 5835131764, OGRN 1195835004540, having its registered office and place of business at the address: Russia, 440028, Penza region, Penza, Tsiolkovskogo St., 12 A.

Platform means the Internet resource https://enex.market/, including all levels of this domain.

User means legal or competent natural person using the services of the Platform.

Manufacturer means a legal entity (individual entrepreneur), that is registered on the Platform and placed an offer on it to sell the Goods or placed the Information on the Goods for exhibition purposes.

Buyer means a legal entity (individual entrepreneur) or an individual who has purchased the Goods on the Platform or has the intention to purchase them.

Goods means commodities and materials, the information on which is presented on the Platform.

Order means the Buyer's request for purchase of the selected Goods, as well as a request for provision of services for the organization of delivery of the ordered Goods, made using the functionality of the Platform.

Information on the Goods means any information on the Goods posted by the Manufacturer on the Platform, including the name of the Goods, brand (model), information on the range, technical, functional, consumer characteristics of the Goods, the manufacturer of the Goods, the price of the Goods, discounts for the Product, marketing and other promotions held in relation to the Product.

Confidentiality Policy means a document defining the procedure and conditions for processing of the personal data of the Users by the Marketplace and posted on the Platform at: https://enex.market/en/data-protection/privacy-policy/.

Rules for Sale and Delivery means a document that determines the order and conditions of purchase of the Goods on the Platform, as well as the services for the organization of its delivery and posted on the Platform at: https://enex.market/en/data-protection/payment-policy/.

2. General Provisions

2.1. These Terms shall govern the relationship between the User and the Marketplace arising from the use of the Platform.

2.2. By registering on the Platform, the User unconditionally agrees to these Terms, and also accepts the provisions of all other documents governing the use of the Platform: Confidentiality Policy, Rules for Sale and Delivery.

By agreeing to these documents, the User guarantees that he has read them and agrees to comply with them.

2.3. The conclusion on the Platform of contracts for the sale of goods / services and the execution of any other actions in this regard is governed by applicable law, these Terms, as well as the Rules for sale and delivery.

2.4. The functionality of the Platform shall be provided to the User free of charge, unless specifically stated otherwise. The provisions of the legislation on consumer protection shall not be applied to the relations of the Parties related to the provision of the functionality of the Platform free of charge.

2.5. If the User disagrees with any of the provisions of these Terms, the Rules for Sale and Delivery, the Confidentiality Policy, the User should immediately stop using the Platform.

2.6. The current version of the Terms is available on the Platform in the public domain.

3. General Terms of Use of the Platform

3.1. The Platform may be used on a personal computer, mobile phone, tablet or other device suitable for the correct use of the Platform. The Platform may be used on an unlimited number of the User's devices.

3.2. Certain functionality of the Platform may differ or be unavailable to the User on the Platform pages optimized for mobile devices.

3.3. The right to use the Platform includes the right to use the Platform for viewing, reviewing, leaving comments/feedback and implementing other functionality of the Platform.

3.4. The User is granted the right to quote elements of the user content of the Platform with an indication of the citation source, including a link to the URL-address of the Platform.

3.5. The User guarantees that he/she is of legal age and has the legal capacity to enter into legal relations on the use of the Platform in accordance with these Terms and other documents governing the procedure for the use of the Platform.

4. Functionality of the Platform available to the Users

4.1. A platform is available on the Platform (information and reference system) containing information on goods / services. Product Information is provided by Manufacturers.

4.2. Any User can view the public pages of the Platform, including text and graphic information.

4.3. The User not registered/authorized on the Platform (a visitor) may use all services provided for on the Platform, except for placing the Order, sending messages from "Question to the Platform/manufacturer/technologist" page, leaving the comments and feedback on the detailed page of the Goods / on the detailed page of the Manufacturer.

4.4. The User registered on the Platform as the Buyer, after authorization, in addition to viewing the pages, can add the selected Goods to the cart and place the Order. In the personal account, the buyer can edit his/her contact information, as well as view the history of orders.

4.5. The Buyer – a legal entity when creating sub-accounts can limit and divide the rights to use the functionality of the Platform (to view the entire order history, to cancel unpaid orders, to pay for orders, to change the status of orders, to create and to edit a company page, to create news, to view and to respond to references).

4.6. The Buyer – legal entity has the possibility to create and publish news on the Platform. The ability to publish news is provided in agreement with Marketplace.

4.7. The Manufacturer and the Marketplace may conclude an agreement for the provision of services to support participation on the Platform. Such an agreement is concluded by signing a single document or by accepting the conditions of support by the Manufacturer. The manufacturer is considered to have accepted the terms of support from the moment the invoice issued by the Marketplace is paid. The User registered on the Platform as the Manufacturer after authorization has all the rights of the registered User, except for the access to the functionality of the purchase of the Goods, including the access to the functionality of the personal account of the manufacturing company.

Terms of service to support participation on the Platform

1. Terms

The terms used in this document are interpreted in accordance with the Terms of Use of the Platform.

2. General provisions

2.1. The Marketplace undertakes, on a reimbursable basis, to provide the Manufacturer with a range of services to provide access to the Platform and support the Manufacturer's participation on it (hereinafter - Support Services). As part of the Escort Services, the Marketplace must perform the following actions:

2.1.1 Actions when the Manufacturer submits an application for registration:

  • correction of the Manufacturer's data and activation on the Platform;
  • Instructing the Manufacturer on working on the platform and the functionality of the personal account;

2.1.2 Actions when the Manufacturer creates a business card and a manufacturer page on the Platform:

  • assistance in downloading the current logo;
  • selection of images and text for the manufacturer's business card;
  • compilation of the Manufacturer's page, including the addition of voluminous text about the company, images, videos, etc. Information formatting and translation for the English version of the site. Checking the display on different devices.

2.1.3. Help in periodical publication of up-to-date news:

  • tracking the latest news on the manufacturer's website;
  • compilation of news, including the addition of voluminous text about the company, images, videos, etc. Information formatting and translation for the English version of the site. Checking the display on different devices.
  • sending news to the registered visitors of the Platform.

2.1.4 Preparing the catalog of goods for unloading on the Platform:

  • checking the availability of mandatory items (names, articles, prices, properties, photographs and much more) without which the catalog cannot be unloaded;
  • formatting the description and adding icons for a more convenient perception by the visitors of the exhibition;
  • bringing the list of properties to a single list for filtering on the Platform;
  • converting property values ​​to a single format;
  • setting categories for the site catalog system;
  • parsing the catalog file to the Platform;
  • checking the display of the Manufacturer's Products on the Platform;

2.1.5 Communication with Buyers and support of Orders:

  • Marketplace employees provide support in the formation of an Order from Buyers, based on the availability of goods from the manufacturer;
  • participation in the settlement of disputes with the Buyers;

2.2. The term for the provision of support services is indicated in the invoice.

2.3. A prerequisite for the provision of Maintenance Services is the acceptance by the Manufacturer upon registration on the Platform and compliance with the requirements of the following documents: Privacy Policy, Terms of Use of the Enex Platform, Sales and Delivery Rules.

2.4. The relationship between the Marketplace and the Manufacturer related to the sale of the Goods on the Platform is governed by a separate agency agreement.

3. Price for Escort Services and Payment Procedure

3.1. The price of services to support states in the invoice issued by Marketplace.

3.2. The manufacturer makes an advance payment for the support services based on the invoice issued by the Marketplace. Settlements are made by bank transfer by payment orders.

3.3. The Marketplace has the right to unilaterally change the cost of the Escort Services. At the same time, the cost of already paid services cannot be changed.

4. Conditions for the provision of Escort Services

4.1. Payment by the Manufacturer of the invoice issued by the Marketplace means:

  • acceptance by the Manufacturer of these conditions;
  • registration between the Manufacturer and the Marketplace of contractual relations for the provision of services in accordance with these terms;

4.2. The marketplace determines the technology for the provision of services independently, observing the mandatory requirements of regulatory documents.

4.3. Confirmation of the fact of the provision of services:

4.3.1. The fact of providing services is confirmed by an act signed by the Marketplace and the Manufacturer.

4.3.2. The Act on the provision of services Marketplace and the Manufacturer draw up upon the expiration of the term for the provision of services.

4.3.3. In case of evasion or unmotivated refusal of the Manufacturer to sign an act on the provision of services, Marketplace has the right to draw up a unilateral act. The services specified in such an act are considered to be provided by the Marketplace and accepted by the Manufacturer.

4.4. The Marketplace has the right to involve any third parties (sub-contractors) in the provision of services without additional agreement with the Manufacturer.

5. Privacy

5.1. Any information and documents (including in electronic form) received by the Marketplace and / or the Manufacturer in the process of providing support services are confidential. Documents and information that are publicly available and / or generally known are not considered confidential.

5.2. The Marketplace and the Manufacturer undertake not to distribute, not to transfer to third parties the information and / or documents specified in clause 5.1., Without the consent of each other. The provisions of this section remain in effect after the termination of the provision of services for any reason within 5 (five) years from the date of termination.

5.3. This section does not apply to cases of transfer of information and / or documents to state and local authorities in accordance with the requirements of the legislation.

6. Refusal to cooperate

6.1. The Marketplace has the right to unilaterally refuse to provide support services.

6.2. The manufacturer has the right to unilaterally refuse the escort services.

6.3. In case of refusal to cooperate, Marketplace is obliged to return the prepayment for the period in which the Support Services will not be provided.

4.8. The Manufacturer can place on the Platform Information about the Goods independently or with the help of the Marketplace specialists.

4.9. The manufacturer can place Information about the Goods on the platform without the possibility of placing an Order. In this case, the Information about the Goods is considered posted in order to familiarize an indefinite circle of persons with the properties and characteristics of the Goods. If the Manufacturer decides to sell its Goods on the Platform, then an agency agreement must be concluded between the Manufacturer and the Marketplace, which regulates the procedure for interaction between the parties in the implementation of sales. Such an agreement can be concluded by signing a single document by the parties or by accepting the terms of agency cooperation by the Manufacturer. The conditions are considered accepted by the Manufacturer from the moment he sends him a written notice of the beginning of sales of the Goods on the platform.

Terms of agency support

1. Definitions and Interpretation

1.1. The following definitions have the following meanings in the test of this document:

Agent - Enex LLC

Platform - Internet resource https://enex.market/ , including all levels of this domain. The platform is the property of the Agent.

Goods - inventory items owned by the Manufacturer, information about which is presented on the Platform.

Information about the Goods - any information about the Goods posted on the Platform as an offer to sell the Goods, including the name of the Goods, trade mark (model), information about the assortment, technical, functional, consumer characteristics of the Goods, about the manufacturer of the Goods, the price of the Goods, discounts on the Goods, marketing and other promotions carried out in relation to the Goods.

Buyer - a legal entity (individual entrepreneur) or an individual who purchased the Goods on the Platform or intends to purchase them.

Individual - a fully capable individual who has purchased or intends to purchase the Goods on the Platform solely for personal, family, household and other needs not related to business activities.

User is a legal or capable individual using the services of the Platform.

Buyer's Order / Order - a Buyer's request issued using the Platform's functionality to purchase the Goods selected on the Platform.

Agreement for the purchase and sale of the Goods - the agreement for the sale and purchase of the Goods ordered by the Buyer, concluded through the Platform between the Buyer and the Agent, acting on behalf of the Manufacturer or on his own behalf. The Sales and Purchase Agreements for the Goods mean, among other things, transactions concluded between the Agent and the Buyers in the performance of the Framework Agreements.

Framework agreement - a framework agreement concluded through the Platform between the Buyer and the Agent acting on behalf of the Manufacturer, and containing the conditions under which the Buyer, as part of the execution of such an agreement, will sell the Goods ordered on the platform.

Personal Account - a personal section of the Manufacturer on the Platform, created during registration on the Platform, containing the Manufacturer's data and intended for organizing the interaction between the Manufacturer and the Platform.

Terms of Use of the Enex Platform is a legal document that defines the procedure and conditions for using the Platform and posted on the Platform at: https://enex.market/data-protection/terms-of-use/.

Rules of Sale and Delivery - a legal document that defines the procedure and conditions for the purchase of the Goods on the Platform, as well as services for organizing its delivery and posted on the Platform at: https://enex.market/data-protection/ payment-popcy /.

Privacy Policy is a legal document that defines the procedure and conditions for the Agent's processing of Users' personal data and posted on the Platform at: https://enex.market/data-protection/privacy-popcy/.

Agency order - specified in clause 3.2. actions that the Agent is obliged to perform for remuneration.

Agent's Report, Report - the Agent's report on the fulfillment of the Agency's order, provided for by Article 1008 of the Civil Code of the Russian Federation.

Confidential information - any information about the economic activities of any of the parties that has become known to the other party in connection and has actual or potential value due to its unknown to third parties, not intended for wide distribution and / or use by an unlimited number of persons ... Confidential information is not Information about the Goods, as well as any other information transferred to the Party for the purpose of disclosure to third parties.

1.2. If the definition specified in clause 1.1. Of the Terms used in the text of the Terms in the plural, then it is understood in the plural.

1.3. All other terms, definitions and concepts used in the text of the Terms are interpreted by the Parties in accordance with the legislation of the Russian Federation and the generally accepted rules for their interpretation.

2. Conditions for executing an agency order

2.1. The Agent performs an agency order after receiving a written request from the Manufacturer to open the Goods for sale.

2.2. A prerequisite for the provision of services by the Agent is the acceptance by the Manufacturer upon registration on the Platform and compliance with the requirements of the following documents: Privacy Policy, Terms of Use of the Enex Platform, Sale and Delivery Rules.

2.3. The conditions for the execution of the Agency order are also:

  • registration of the Manufacturer on the Platform;
  • posting Information about the Goods on the Platform independently or by providing it to the Agent.

2.4. The Agent executes the Agency's order during the period of sale of the Goods on the Platform by the Manufacturer.

3. Subject of regulation

3.1. These Terms determine the conditions and procedure for the sale of the Goods through the Platform, as well as regulate the rights and obligations of the Agent and the Manufacturer arising in connection with the implementation of such a sale. Acceptance of these Terms by the Manufacturer means the conclusion of an agency agreement between the parties.

3.2. In accordance with these conditions, the Agent assumes the obligation, on behalf of and at the expense of the Manufacturer, to perform the following actions:

  • to bring to the Buyers the Information about the Goods received from the Manufacturer by posting it on the Platform or by providing the Manufacturer with the opportunity to place such information on the Platform independently;
  • through the functionality of the Platform, conclude on behalf of and in the interests of the Manufacturer or on his own behalf and in the interests of the Manufacturer, Purchase and Sale Agreements for the Goods ordered on the Platform (by concluding on the Platform a Purchase and Sale Agreement for the Goods with a legal entity or an individual entrepreneur, the Agent acts on behalf of and for the account of the Manufacturer, the rights and obligations under such a transaction arise directly from the Manufacturer; by concluding a Purchase and Sale Agreement for the Goods with an individual on the Platform, the Agent acts on his own behalf, but at the expense of the Manufacturer; the rights and obligations under such a transaction arise from the Agent).
  • conclude with Buyers on behalf of and in the interests of the Manufacturer Framework contracts for the purchase and sale of the Goods, as well as transactions for the purchase and sale of the Goods as part of the execution of such contracts;
  • accept from Buyers an advance payment for the Goods according to Orders and transfer it to the Manufacturer in the manner prescribed by the conditions;
  • under the Contracts for the purchase and sale of the Goods, concluded by the Agent on his own behalf, to accept from the Buyers the Goods (both of proper and inadequate quality) returned in accordance with the requirements and within the time limits established by the current legislation and the Agreement for the sale of the Goods, or within the limits warranty periods for the Goods, and transfer such Goods to the Manufacturer;
  • in cases stipulated by the Terms and Conditions of Sale and Delivery, refund the prepayment amount to the Buyer;
  • perform other actions provided for by the Terms.

3.3. The procedure and conditions for using the services of the Platform, including registration on the Platform, are defined in the Terms of Use of the Enex platform.

3.4. The requirements for the Goods sold on the Platform, as well as for the Information about the Goods, are given in the appendix to the Terms and in section 4 of the Sale and Delivery Rules.

3.5. By accepting these Terms, the Manufacturer grants the Agent the right to use the images of the Goods, as well as trademarks, service marks, commercial designations belonging to the Manufacturer, for posting on the Platform, in social networks, advertising and information materials of the Agent in order to promote and advertise the Goods.

3.6. In accordance with clause 4 of part 2 of article 1 of the Federal Law of 03.06.2009 No. 103-FZ "On the activities of accepting payments from individuals carried out by payment agents" the Agent is not a paying agent.

4. Selling goods on the platform

4.1. Information about the Goods is posted on the Platform in the public domain as an offer of the Manufacturer to sell the Goods.

4.2. Sales and purchase agreements for the Goods are concluded between the Agent and the Buyers on the basis of the Buyers' Orders. Placing an Order is an expression of the Buyer's will to purchase the Goods through the Platform. The procedure for placing Orders, the conditions of the Purchase and Sale Agreements for the Goods concluded on the Platform and the procedure for concluding them are governed by the Sale and Delivery Rules. These rules are binding on the Manufacturer.

4.3. If the Order is issued by a legal entity or an individual entrepreneur, then the Agent concludes with such a Buyer a Purchase and Sale Agreement for the Goods on behalf of and at the expense of the Manufacturer. If the Order is placed by an individual, the Agent enters into a Purchase and Sale Agreement for the Goods on its own behalf, but at the expense of the Manufacturer.

4.4. For transactions in relation to the Goods, made by the Agent on behalf of the Manufacturer, the Manufacturer acquires the rights and becomes obligated. The agent is not a party to such transactions. The conclusion by the Agent of such transactions entails the emergence of rights and obligations under them directly from the Manufacturer and the Buyer.

4.5. For transactions in relation to the Goods, made by the Agent on his own behalf, the Agent acquires the rights and becomes obligated. In this case, the Agent does not transfer ownership of the Goods. As part of the execution of the Order, the goods are shipped to the Buyer by the Manufacturer.

4.6. The price of the Goods indicated on the Platform is determined / changed by the Manufacturer at its sole discretion and includes all taxes and fees, the costs of the Manufacturer for packaging, the cost of handling at the Manufacturer's warehouse. In this case, the price of the Goods indicated on the Platform must not exceed the price of the Goods indicated on the Manufacturer's own website or in its price list.

4.7. The costs of delivering the Goods to the Buyer are not included in the price of the Goods indicated on the Platform. This provision shall apply unless the Manufacturer decides to include delivery costs in the price of the Goods.

4.8. In the event of a change in the price of the Goods, the Manufacturer is obliged to ship the ordered Goods to the Buyer at the price in effect at the time the Buyer places the Order.

5. Interaction of the parties on the execution of orders

5.1. In order to sell the Goods on the Platform, the Agent connects the Manufacturer to the Platform by providing the opportunity to create a Personal Account and an account on the Platform, and also provides the Manufacturer with the opportunity to use the Personal Account, the Platform's services, including the possibility of posting Information about the Goods on the Platform. By agreement of the parties, an agreement may be concluded between the Agent and the Manufacturer, the subject of which is the provision of services to the Manufacturer to support participation on the Platform.

5.2. The Manufacturer, through the Platform's functionality, receives notifications about Buyers' Orders indicating: article, name, quantity, price and cost, delivery address, etc. The manufacturer does not have the right to change the terms of the received Order.

5.3. The manufacturer must confirm the possibility of fulfilling the Order no later than 2 (two) working days from the date of receipt of the Buyer's Order.

5.4. Within 45 days from the date of confirmation of the Order, the Manufacturer is obliged to ensure the readiness of the ordered Goods for shipment.

5.5. The manufacturer is obliged to ensure that the ordered Goods are loaded onto the Buyer's transport or the Goods are handed over to the Buyer personally or to a delivery service employee.

5.6. The method of delivery of the Goods is indicated in the Buyer's Order. The Agent can provide the Buyer with services for organizing the delivery of the Ordered Goods.

5.7. If the Manufacturer has not made a decision to execute the Order within 2 (Two) working days from the receipt of the Order, the Manufacturer is notified of the cancellation of the Order, which means the Manufacturer's refusal to execute the Order, and the money paid for the Order is returned to the Buyer.

5.8. If the Agent has transferred the advance payment to the Manufacturer for the Order, which was canceled or not confirmed by the Manufacturer, the Manufacturer is obliged to immediately return the received advance payment to the Agent.

5.9. In the event of an erroneous indication by the Manufacturer of the price for its Goods, the Manufacturer is obliged to ship the Goods in accordance with the price indicated on the Platform at the time of placing the Order. In the event of a software failure in the formation of the price of the Goods on the Platform, the Manufacturer must immediately notify the Agent about this by any available means.

5.10. In case of confirmation by the Manufacturer of the Order and its subsequent non-fulfillment for any reason, the Manufacturer is obliged to return the full cost of the Goods to the Agent within 3 (Three) days from the date of cancellation of the Order. In this case, the agency fee is not refunded to the Manufacturer. The Agent has the right to return the cost of the prepaid Goods to the Buyer at his own expense with subsequent reimbursement of his expenses at the expense of the Manufacturer.

5.11. If the Buyer, who is an individual, returns the purchased Goods to the Agent due to inadequate quality, the Agent is obliged to transfer this Goods to the Manufacturer. In this case, the costs of delivery of such Goods from the Agent to the Manufacturer are borne by the Manufacturer.

5.12. If the Buyer, who is an individual, refused to receive the Goods of good quality on the terms and conditions established by the legislation and the Rules of Sale and Delivery, the Manufacturer is obliged to return the amount received for the Goods to the Agent for subsequent return to the Buyer. The Manufacturer returns the funds by wire transfer to the Agent's account within 2 (Two) business days from the date of receipt of the notification of the Buyer's refusal from the Goods of proper quality. The Agent has the right to return the cost of the prepaid Goods to the Buyer at his own expense with subsequent reimbursement of his expenses at the expense of the Manufacturer. If the Buyer has returned the good quality Goods to the Agent in accordance with the established procedure, such Goods are transferred to the Manufacturer. In this case, the costs of delivery of the Goods from the Agent to the Manufacturer are borne by the Manufacturer.

5.13. If the Buyer, who is an individual, refuses to fulfill the Agreement for the sale of the Goods due to the discovery of defects in the Goods or because the Manufacturer provided incorrect Information about the Goods, the Manufacturer is obliged to return the full cost of the Goods to the Agent for subsequent return to the Buyer (the agency fee in this case to the Manufacturer is not returns). The Manufacturer transfers the funds to the Agent by wire transfer to the Agent's account within 2 (Two) business days from the date of receipt of the notification of the Buyer's refusal to execute the Goods Purchase Agreement. The Agent has the right to return the cost of the prepaid Goods to the Buyer at his own expense with subsequent reimbursement of his expenses at the expense of the Manufacturer.

5.14. If the Buyer, who is an individual, in the manner prescribed by law, makes a request to eliminate the defects of the Goods, the Manufacturer is obliged to eliminate these defects immediately, that is, in the minimum period objectively necessary to eliminate them, taking into account the usually applied method.

5.15. In the event that the Buyer, who is an individual, submits a demand for the replacement of goods of inadequate quality, the Manufacturer is obliged to replace such Goods within 7 days from the date of the specified demand by the Buyer, and if additional verification of the quality of such goods is necessary, within twenty days from the date of the specified demand.

5.16. The Manufacturer is obliged to reimburse the costs (losses) of the Agent incurred in connection with the satisfaction of the Buyers' requirements related to the inadequate quality (defects) of the Manufacturer's Goods or in connection with the provision by the Manufacturer of incorrect Information about the Goods, including the costs of examination, transportation, storage and repair of the Goods.

5.17. The Producer is obliged to participate at the request of the Agent in the consideration of claims in relation to the Goods and send to the Agent, within 2 days from the date of sending him the claim, his preliminary opinion on the stated requirements, to give the necessary explanations to the Agent on the properties of the Goods. The manufacturer is obliged to conduct an examination at its own expense in order to determine the causes of defects in the Goods and, at the request of the Agent, take an active part in finding an expert organization and formulating questions to an expert on the Goods.

5.18. If the Buyer, who is a legal entity or an individual entrepreneur, on the grounds provided for by law, refused to execute the Agreement for the sale of the Goods (due to the transfer of the Goods of inadequate quality, violation of the conditions on the range / quantity of the Goods), the Manufacturer undertakes to return the cost of the Goods to the Buyer in full. In this case, the Agency fee retained by the Agent in connection with the sale of such Goods is not returned to the Manufacturer.

6. Rights and obligations of the parties

6.1. The agent is obliged:

6.1.1. from the moment of registration of the Manufacturer on the Platform as a Seller, provide the Platform services for use by the Manufacturer in the manner prescribed by the Terms of Use of the Enex platform;

6.1.2. ensure the uninterrupted and round-the-clock functioning of the Platform, which is necessary for the execution of the Agency's order, with the exception of breaks for troubleshooting or their prevention;

6.1.3. post on the platform the Product Information received from the Manufacturer no later than 2 working days from the date of its receipt, or provide the Manufacturer with the opportunity to post the Product Information on the Platform independently;

6.1.4. at the time of making settlements under the Contracts for the sale of the Goods, ensure the transfer to the Buyer - an individual of the cash register receipt in accordance with the requirements of the legislation;

6.1.5. ensure that the Buyers are familiar with the documents governing the procedure for working with the Platform, as well as with the conditions for the sale of the Goods on the Platform;

6.1.6. respond to the Manufacturer's inquiries regarding the operation of the Platform, registration and execution of Orders;

6.1.7. timely transfer to the Manufacturer the funds received from the Buyers as an advance payment for the Goods ordered on the Platform;

6.1.8. eliminate errors, inaccuracies in the information about the Goods posted on the Platform no later than 2 working days from the moment of discovery or from the moment of the corresponding request from the Manufacturer;

6.1.9. in the manner and terms established by the Conditions, send the Agent's Report to the Manufacturer;

6.1.10. take the necessary measures to ensure the information security of the Platform;

6.1.11. provide information support to the Manufacturer and Buyers;

6.1.12. fulfill other obligations stipulated by the Terms.

6.2. The agent has the right:

6.2.1. send requests and inquiries to the Manufacturer for the proper execution of Buyers' Orders;

6.2.2. independently, at its discretion, determine the design, structure, procedure for the operation of the Platform, as well as make any changes to the operation of the Platform;

6.2.3. independently, at its discretion, determine the methods and means of advertising and promoting the Platform;

6.2.4. to systematize the Information about the Goods received from the Manufacturer in order to post it on the Platform (the content of the information cannot be changed);

6.2.5. not post on the Platform or block the Information about the Goods provided by the Manufacturer in the event that such information or such Goods do not comply with the requirements established by the Rules of Sale and Delivery;

6.2.6. engage third parties for the fulfillment of obligations, for whose actions the Agent is responsible as for his own;

6.2.7. provide Buyers with services for organizing the delivery of the Goods ordered on the Platform;

6.2.8. post on the Platform, as well as in advertising publications and social networks, news messages and other information posted on the official website of the Manufacturer.

6.3. The manufacturer is obliged:

6.3.1. post on the Platform (both independently and by providing the Agent) only reliable and up-to-date Information about the Goods;

6.3.2. ensure that the Information about the Goods posted on the Platform, as well as the Goods themselves sold through the Platform, comply with the requirements established in the application, as well as in section 4 of the Rules of Sale and Delivery;

6.3.3. control the completeness and correctness of the Information about the Goods posted on the Platform, in case of errors or inaccuracies, immediately inform the Agent about it or eliminate them yourself;

6.3.4. use the services of the Platform strictly in accordance with their functional purpose in accordance with the Terms of Use of the Enex platform, do not take actions that are aimed at deteriorating the operation of the services of the Platform, their incorrect operation;

6.3.5. ensure the compliance of the Goods sold on the Platform with the quality and safety requirements established by the legislation of the Russian Federation;

6.3.6. pay the Agent's fee to the Agent;

6.3.7. ensure the proper execution of the Contracts for the sale of the Goods;

6.3.8. transfer, together with the Goods, information in writing about the procedure and timing for returning the goods of good quality (information is drawn up in the form of a printout of section 9 of the Rules of Sale and Delivery);

6.3.9. in case of reaching an appropriate agreement with the Agent, place the Platform logo, as well as a link to the Platform on the main page of its official website or on the website of one or several of its official dealers (representatives);

6.3.10. provide the Agent with assistance in organizing interaction with the Buyers, including in the execution of the Contracts for the sale of the Goods;

6.3.11. fulfill other obligations stipulated by the Terms.

6.4. The manufacturer has the right:

6.4.1. independently determine the assortment, quantity, price of the Goods, information about which is posted on the Platform;

6.4.2. set the minimum and (or) maximum possible volume of the Goods that can be ordered on the Platform;

6.4.3. independently or with the involvement of the Agent, change, add or delete the Information about the Goods posted on the Platform, including changing the price, assortment, characteristics of the Goods;

6.4.4. in agreement with the Agent, place advertising information on the Platform (about ongoing marketing campaigns, about the services provided, about applied discounts, bonus programs, other similar information);

6.4.5. not to sell the Goods on the Platform, while posting Information about the Goods on the Platform for informational purposes and to use the Platform's functionality that is not related to the sale of the Goods;

6.4.6. establish additional conditions, the observance of which is necessary for the sale of the Goods (for example, the absence of the Buyer in certain sanction lists),

6.4.7. make proposals to improve the work of the Platform;

6.4.8. receive information from the Agent regarding the operation of the Platform without interfering with its economic activities.

7. Settlement procedure and agency fee

7.1. The Agent accepts an advance payment from the Buyers for the completed Orders to its current account and, within 2 (Two) banking days from the date of confirmation of the Order by the Manufacturer, transfers the received advance payment to the current account of the Manufacturer, minus the agent's fee. The prepayment is transferred except in the case of cancellation of the Order.

7.2. The Agent's obligation to transfer to the Manufacturer the prepayment received under the Supply Agreement shall be deemed fulfilled at the time the funds are debited from the Agent's current account.

7.3. The payment of the agency fee is made by the Agent withholding it from the money transferred to the Manufacturer, received from the Buyer as payment for the Goods. The Agent calculates and withholds remuneration for each confirmed Order.

7.4. The agency fee for the execution of the agency order is 10% (ten percent) of the price at which the Goods are sold. When calculating the agency fee, the price of the sold Goods is applied including VAT in accordance with paragraph 6 of Article 238 of the Tax Code of the Russian Federation.

7.5. In the event that the Agent provides the Buyer with a discount on the Goods, including by applying by the Buyer when paying for the Goods bonuses accrued by the Agent in accordance with the Rules of Sale and Delivery, the Agent's remuneration will be reduced by the amount of the discount provided.

7.6. Amounts payable to the Agent as the Agent's fee are not subject to VAT due to the Agent's application of the simplified taxation system (based on Article 346.11 of the Tax Code of the Russian Federation).

7.7. All expenses of the Agent for the fulfillment of the Agency's order, except for the expenses specified in clause 5.16. The conditions are included in the amount of the agency fee and in excess of this amount are not reimbursed by the Manufacturer, unless otherwise provided by the agreement of the parties.

8. Agent report

8.1. The Agent sends to the Producer the Agent's Report in two copies on a monthly basis no later than the tenth day of the month following the reporting one. The report is sent by e-mail, as well as on paper. By agreement of the Parties, the Agent's Report can be generated in electronic form in the Personal Account of the Manufacturer.

8.2. The Agent's report must contain information about the sales of the Manufacturer's Goods: about the total cost of the Goods sold on the Platform, about the amount of remuneration withheld by the Agent.

8.3. In the absence of objections to the Agent's Report, the Producer must, within three days, sign and send one copy of the Report to the Agent.

8.4. If the Agent does not receive a copy of the Agent's Report signed by the Manufacturer or objections to it within 10 working days from the date of sending the Report, the Report is considered accepted by the Manufacturer without objections.

9. Warranties of the parties

9.1. Each of the Parties guarantees that:

9.1.1. it is a legal entity (individual entrepreneur) duly created, registered and operating in accordance with applicable law;

9.1.2. it has all the necessary rights, including permits and approvals, provided for by applicable law and constituent documents, to conclude an agency agreement and fulfill its obligations under it;

9.1.3. she is not in a state of insolvency and supervision has not been introduced in relation to her and other bankruptcy procedures provided for by applicable law are not applied;

9.1.4. she is not aware of the existence of any current or potential legal proceedings, claims from government authorities or third parties that may interfere with the conclusion or execution of this Agreement.

9.2. The manufacturer guarantees that:

9.2.1. The goods belong to the Manufacturer on the right of ownership, are not pledged, are not under arrest, prohibition and are not subject to legal proceedings, and have no other encumbrances;

9.2.2. all Goods imported into the territory of the Russian Federation are properly released for free circulation in the territory of the Russian Federation or after January 1, 2010 released for domestic consumption in the territory of the Customs Union; customs clearance in relation to the Goods was carried out in full compliance with the requirements of the law, and in relation to the Goods there are no restrictions on its use or disposal;

9.2.3. The product meets the requirements of the legislation of the Russian Federation and the Eurasian Economic Union.

9.2.4. The manufacturer, its affiliates, its representatives and employees will not use the Platform for the purpose of violating the rights of third parties to intellectual property, unfair competition or other violation of the law.

9.3. If circumstances arise that violate any of the guarantees, each of the Parties is obliged to notify the other Party about this within twenty-four hours.

9.4. If the Party fails to comply with the guarantees specified in this section, the other Party has the right to terminate cooperation.

10. Protecting confidential information

10.1. The Parties undertake to take all necessary measures to protect the Confidential Information and not disclose it to third parties without the written permission of the other Party.

10.2. The transfer of Confidential Information by a Party without the appropriate permission of the other Party is possible only on the grounds provided for by the current legislation of the Russian Federation or at the request of a competent state or municipal authority.

10.3. The Party that has violated the obligations to protect the Confidential Information is obliged to compensate the other Party for losses incurred in connection with such violation.

10.4. The Agent processes personal data obtained through the Platform in accordance with the Privacy Policy.

11. Responsibilities of the parties

11.1. Each of the parties is obliged to compensate the other party for losses caused by non-performance or improper performance of their obligations.

11.2. The Agent does not provide guarantees for the uninterrupted operation of the Platform and compliance with any deadlines for restoring its operability in case of interruptions in work.

11.3. The Agent does not guarantee the achievement of any quantitative indicators of the implementation of the Goods by the Manufacturer through the Platform, including an increase in the volume of the Goods sold by the Manufacturer.

11.4. The agent is not responsible for:

11.4.1. for non-fulfillment or improper fulfillment of their obligations due to failures in telecommunication and energy networks, actions of malicious programs, as well as unfair actions of third parties aimed at unauthorized access and / or disabling the software and / or hardware complex of the Platform;

11.4.2. in connection with non-fulfillment or improper fulfillment of the terms of the purchase and sale agreement by the Buyer or the Manufacturer;

11.4.3. for the compliance of the information provided about the Goods, as well as the Goods themselves, sold through the Platform, with the requirements of legislation;

11.4.4. for posting on the Platform the Information about the Goods provided by the Manufacturer that violates the intellectual rights of third parties.

11.5. In the event that the violation by the Manufacturer of the established requirements for the Goods / Information about the Goods was the basis for the presentation of claims, lawsuits and / or orders for the payment of penalties by state bodies and / or third parties (including rightholders and Buyers) to the Agent, the Manufacturer undertakes assist the Agent in the settlement of such claims and claims, as well as reimburse the Agent for documented losses (including legal costs, costs of payment of fines) caused to the Agent as a result of such claims, claims, instructions in connection with the violation of the rights of third parties and / or current legislation RF as a result of the provision of services to the Manufacturer, within 5 days from the receipt of the relevant request from the Agent and copies of documents confirming the losses.

12. Termination of services

12.1. Any of the parties can refuse further cooperation at any time.

13. Additional terms

13.1. Nothing in the Terms can be construed as granting any rights to the Parties through licensing or otherwise for trademarks, trade names, service marks, both registered and unregistered.

13.2. The Appendix to the Terms is:

"Requirements for the Goods, as well as for the Information about the Goods."

Appendix to the Terms

Requirements for the Goods, as well as for the Information about the Goods

Requirements for the Goods:

  • The Goods sold on the Platform must be handed over to the Buyer in proper presentation: not stained, not damaged, not defective, contain an article or a barcode.
  • The manufacturer guarantees the legality of the origin of the Goods, including the legality of the use in the Goods (as well as on its packaging and documentation for it) of the trademark, other protected means of designation, other object of intellectual property, the availability of the consent of the copyright holder to use such objects in relation to the Goods.
  • If the Goods sold to the Buyer are imported, the Manufacturer, upon delivery of the relevant Goods, guarantees its compliance with the technical conditions, norms and parameters of the manufacturer's company, and the requirements of the legislation of the Customs Union for this group of Goods. The Product has a marking that meets the requirements of the legislation of the Customs Union.
  • All Products must contain information in Russian about the Product, its manufacturer, importer and other information provided for by the Law of the Russian Federation "On Protection of Consumer Rights", Government Decree No. 55 of 01/19/1998. "Rules for the Sale of Certain Goods" and other regulatory legal acts, standards and technical conditions applied in the Russian Federation, including the technical regulations of the Customs Union.
  • It is prohibited to post on the Platform offers for sale:
    • Goods subject to state registration, in the absence of such registration;
    • Goods subject to mandatory certification or other mandatory confirmation of compliance with the requirements of technical regulations, in the absence of such certification or confirmation of such compliance;
    • Goods, the production and (or) sale of which requires obtaining licenses or other special permits, in the absence of such licenses / permits;
    • food products, medicines, medical products, jewelry and other products made of precious metals or precious stones; copies of audiovisual works and phonograms; programs for electronic computers and databases, other goods of which sale via the Internet / remotely is limited in accordance with the legislation;
    • second-hand goods, faulty, incomplete set and other defects, except for cases of direct indication in the description that the thing was in use (has defects);
    • narcotic drugs and psychotropic substances, explosives and materials, other goods, the circulation of which is prohibited or limited in accordance with the legislation of the Russian Federation.

Requirements for Product Information:

  • Description of the Goods must be in Russian. The use of foreign words and expressions is allowed if this does not interfere with the correct understanding of the Product Information.
  • Information about the Goods must comply with the requirements of the current legislation of the Russian Federation and applicable international legislation, including, but not limited to, legislation on advertising and consumer protection.
  • Information about the Product should not contain any comparison with the product offerings of other manufacturers.
  • Information about the Goods must be true and up-to-date.
  • Information about the Goods must not contain materials of a pornographic, extremist nature or otherwise violate the requirements of the legislation of the Russian Federation

5. Registration on the Platform

5.1. In order to gain access to certain functionality of the Platform, particularly to order the goods and services on the Platform, the User must complete the registration procedure, as a result of which a unique login account and personal account will be created for the User.

5.2. The procedure for registration of the User shall be carried out in accordance with the rules established by these Terms and the current interface of the Platform.

5.3. When registering on the Platform, the User must choose in which capacity he/she registers: the Buyer or the Manufacturer. If the User chooses the parameter "Buyer", then he/she shall choose if he/she will register as an individual or a legal entity (individual entrepreneur).

5.4. The Buyer, who is a legal entity or an individual entrepreneur, can create subaccounts

5.5. Self-registration is provided only for the Buyer. To be registered as the Manufacturer, the User must leave a request on the Platform via the feedback form.

5.6. The Manufacturer registered on the Platform may create a separate login account of the Buyer and make purchases on the Platform.

5.7. After registration of the User on the Platform, any actions performed by it shall give rise to the rights and obligations of the User.

5.8. Marketplace reserves the right to refuse the User to register on the Platform without giving any reason.

5.9. When registering on the Platform, the User undertakes to provide accurate and complete information and to keep this information up to date. If the User provides incorrect information, the Marketplace shall be entitled, at its discretion, to block or delete the User's login account and to refuse to use the Platform. The Marketplace may request the User to provide the documents confirming the accuracy of the data indicated during the registration.

5.10. Upon completion of the registration procedure, the User itself sets login and password to access the login account. The Marketplace shall be entitled to set the requirements for login and password (length, allowed symbols, etc.). E-mail address is used as the User's login.

5.11. The login and password chosen by the User are necessary and sufficient information for authorization on the Platform. The User may not transfer the login and the password to third parties, is fully responsible for their safety, choosing a way of their storage independently.

5.12. The User shall be solely responsible for the security (resistance to guessing) of the chosen means of access to the login account, and also shall ensure their confidentiality independently. The user shall be solely responsible for all actions with the use of the services of the Platform performed under the User's login account.

5.13. Any case of unauthorized access to the Platform using the User's login account shall be immediately reported by the latter to the Marketplace.

5.14. The Marketplace shall not be liable for the loss of the User's registration data, particularly due to fraudulent actions of third parties.

5.15. If it is impossible to perform authorization due to the loss of the password, the User must fill out the "Recover password" form.

5.16. Regardless of the deletion of his/her login account on the Platform, all obligations of the User, including existing Orders made through the Platform, shall remain in force until the full execution by the User.

6. Rights and Obligations of the Marketplace and the User

6.1. The Marketplace shall be entitled:

6.1.1. To block or delete the User's login account/to restrict the use of functionality of the Platform, to delete the Information on the Goods in the event of violation by the User of these Terms or the terms of other documents regulating the relationship between the User and the Marketplace, as well as legal requirements.

6.1.2. To collect the information on the preferences of the Users and the ways they use the Platform (the most frequently used functions, settings, preferred time of access to the Platform), which is not personal data, in order to improve the operation of the Platform.

6.1.3. To delete the user content, particularly at the request of authorized bodies or interested parties, if the content violates these terms, the requirements of the legislation or the rights of third parties.

6.1.4. To suspend the operation of the Platform, as well as to stop access to the Platform, partially or completely, until the completion of the necessary maintenance and (or) modernization of the Platform. The User may not claim compensation for the losses for such temporary limitation of the Platform availability.

6.2. The Marketplace undertakes:

6.2.1. To eliminate the identified shortcomings in the operation of the Platform as soon as possible.

6.2.2. To refrain from any actions that may hinder the User's exercise of the right to use the Platform.

6.2.3. To provide the User with the necessary information on the use of the Platform upon the User's request.

6.2.4. To ensure the confidentiality and safety of all data received from the User, except in cases where such disclosure occurred for the reasons beyond the control of the Marketplace, and except as provided by the legislation.

6.3. The User shall be entitled:

6.3.1. To use the Platform as provided for by these Terms, as well as by available interface of the Platform.

6.3.2. To receive the information from the Marketplace related to the operation of the Platform.

6.4. The User undertakes:

6.4.1. Not to violate the intellectual rights of the Marketplace, other Users or third parties when using the Platform.

6.4.2. Not to use the Platform for illegal actions.

6.4.3. Not to take any actions as a result of which the operation of the Platform or its certain services may be disrupted.

6.4.4. Not to distribute any confidential and legally protected information on individuals or legal entities using the Platform.

6.4.5. Not to use the Platform to disseminate advertising information, except with the consent of the Marketplace.

6.4.6. Not to use the Platform, including any of its functions and services, in order to:

  • download content that promotes violence, cruelty, hatred and (or) discrimination on racial, national, sexual, religious, social grounds; contains false information and (or) insults to specific individuals, organizations, authorities;
  • represent himself/herself as another person or representative without sufficient rights, particularly as the employees of the Marketplace;
  • mislead about the properties and characteristics of any Goods, including those sold on the Platform.
  • compare the Goods incorrectly, as well as form negative attitude to persons (not) using certain Goods, or condemn such persons.
  • obtain an unauthorized access to the functions and services of the Platform, any other systems or networks related to the Platform, as well as to any services/goods offered on the Platform.

7. Acceptance of the Terms of Mailing

7.1. The Marketplace shall be entitled to send the information and advertising messages (notifications) to its users, such as: change in order status; responses to comments; responses to references; the Manufacturer's news; news from Enex; the buyers' news; promotions and special offers; news from the company; other messages and notifications.

7.2. In the personal account, the User can set up a subscription at his/her discretion (refuse from some categories of mailing or prohibit it completely).

7.3. Sending some informational messages, for example, cashier's checks, is necessary to use the services of the Platform and cannot be deactivated. If the User does not agree with the terms of this clause, he/she should refrain from using the Platform.

8. Requirements to Feedback, Comments, Posted News

8.1. The Users may leave feedback, comments and news on the Platform (the Users who are legal entities or individual entrepreneurs can post news).

8.2. Feedback, comments and news shall be posted on the Platform after pre-moderation by the administrators of the Platform, free of charge.

8.3. By posting feedback/comments/news on the Platform, the User makes the information contained therein publicly available and assumes all risks associated with such posting.

8.4. The User is fully responsible for the content and form of the feedback/comments/news posted by him/her. The User guarantees that the feedback/comments/news do not violate the legislation and the requirements of these Terms.

8.5. If the feedback/comments/news posted by the User are subject to copyright or include such object, then by publishing them, the User allows the Marketplace to use them in any way, particularly by reproduction, distribution, translation, communication to the public without limitation on the territory and period of use.

8.6. It is forbidden to post on the Platform feedback, comments and news that contain:

  • offensive language, slander and insults, other information discrediting someone's honor and dignity;
  • false information;
  • information of obscene nature;
  • personal data of third parties;
  • any other information the public distribution of which is prohibited by the legislation.

8.7. The Marketplace shall be entitled to remove the feedback/comment/news in case of violation by the User of these Terms or legal requirements when posting such material.

9. Exclusive Right

9.1. All objects posted on the Platform, including design elements, text, graphics, illustrations, databases and other objects, are subject to the exclusive rights of the Marketplace and (or) the Manufacturers.

9.2. The objects (content) posted on the Platform may be used only within the framework of the functionality offered by the Platform. No elements of the Platform may be used in any other way without the prior permission of the rightholder. In particular, it is prohibited to copy, download and use in any other way the content of the Platform for commercial purposes without the prior written consent of the Marketplace and/or the Manufacturer.

10. Limitation of Liability

10.1. The User uses the Platform at his/her own risk. The Marketplace does not assume any responsibility, particularly for the compliance of the functionality of the Platform with the User's goals.

10.2. All services of the Platform are provided "as is", "as available", the Marketplace does not guarantee the smooth operation of the Platform and compliance with any terms of recovery of its performance in case of interruptions. The Marketplace shall not be liable for any delays, failures, errors in the operation of the Platform, incorrect or late delivery of the messages. In this case, the Marketplace undertakes to take all reasonable measures to prevent these malfunctions and to remove troubles (failures) in an expedited manner.

10.3. The Marketplace shall not be liable for non-performance or improper performance of its obligations as a result of failures in telecommunications and energy networks, actions of malicious programs, as well as unfair actions of third parties aimed at unauthorized access and/or disabling of the software and/or hardware complex of the Platform.

10.4. The Marketplace shall not be liable for improper functioning of the Platform, if the User does not have the necessary technical means to use it.

10.5. The Marketplace shall not be liable for the losses that the User may incur as a result of the fact that his/her username and password became known to third party through the fault of the User.

10.6. The Marketplace shall not be liable for the content of the Users' messages or materials (user content), any opinions, recommendations or advice contained in such content.

11. Final Provisions

11.1. These Terms shall come into force from the moment of publication on the Platform and remain in force until their cancellation (revocation) by the Marketplace.

11.2. These Terms may be amended and/or supplemented by the Marketplace at any time unilaterally at its discretion without giving any reasons and without obtaining anyone's consent, as well as without any special notice to the Users. The amended and/or supplemented Terms shall enter into force upon their publication on the Platform.

11.3. If for any reason one or more provisions of these Terms are found to be invalid (unenforceable), the validity or enforceability of the remaining provisions shall not be affected.

11.4. The User and the Marketplace recognize all information received by the User while working with the Platform and receiving the services of the Marketplace, to be confidential (confidential information). The User undertakes not to disclose the confidential information, except as provided by the legislation or when such information is publicly available, or upon agreement with the Marketplace.

11.5. The Marketplace undertakes to ensure the confidentiality of the Users ' personal data in accordance with the terms of the Confidentiality Policy.

11.6. The relations that are formed in connection with the use of the Platform shall be subject to the legislation of the Russian Federation. These Terms shall be governed by and construed in accordance with the legislation of the Russian Federation. The Issues not regulated by these Terms shall be resolved in accordance with the legislation of the Russian Federation under the rules of Russian law.

11.7. The claim procedure for settlement of disputes arising in connection with the use of the services of the Platform shall be mandatory. If agreement is not reached as a result of the application of the claim procedure, the dispute will be referred to the judicial authority in accordance with the legislation of the Russian Federation.

11.8. Contact details to receive the information on the Platform and the procedure for its use:

Enex, LLC

Telephone: 8 800 707-56-00

E-mail: info@enex.market