PUBLIC OFFER AGREEMENT
on provision of advisory and informational services
Limited Liability Company UP University (hereinafter referred to as the “Contractor”), represented by the company’s CEO Nekrasov Andreii, acting under Charter, offers to the unlimited number of individuals (hereinafter referred to as the “Client”, jointly referred to as the Parties), to conclude the Agreement on provision of advisory and informational services by publishing the present Public Offer Agreement (hereinafter referred to as the “Agreement”). According to articles 633, 634, 641, 642 of the Civil Code of Ukraine, the present agreement is a public agreement of adhesion, and its terms are similar for all the Clients.
For the purposes of the present Agreement the following definitions and terms are used with the following meanings:
Client - an individual, who has reached 18 years old, acquired full legal capacity, registered on the Site and joined this Agreement by paying for the Services.
Advisory-informational services (hereinafter referred to as the “Services”) are the
- services of coaching according to the ICF (International Coaching Federation) definition of coaching. Coaching services do not include those of psychotherapy, including services of psychological counseling or training (hereinafter referred to as the Services);
- psychological counseling.
International Coaching Federation (ICF, International Coaching Federation visit the official website https://coachfederation.org/
) – is a non-profit organization, professional association of coaches, whose activities are aimed at developing quality coaching around the world (hereinafter referred to as the ICF).
Coach - is an individual who has full legal capacity, reached 18 years old, took coaching training under the ICF standards (International Coaching Federation). During coaching sessions a coach agrees to use the ICF Core Competencies and takes responsibility to abide by the ICF Code of Ethics.
Coaching - is a process built on partnering, that stimulates clients’ reflection (exploration) and creative process to inspire them to maximum unleash their potential (both personal and professional).
Coach's Code of Ethics – a document adopted by the ICF (visit the official website https://coachfederation.org/ethics/code-of-ethics
) that defines the fundamental moral and ethical guidelines and standards of a Coach in accordance with the key values and ethical principles of the ICF that are to be accepted by a Coach and undertaken to abide by (hereinafter referred to as - the Code).
Coach competencies - is a system of knowledge, skills, and abilities defined by the ICF (visit the official website https://coachfederation.org/credentials-and-standards/core-competencies
) for its members' certifications that are to be used by coaches in the course of their activities.
Personal account - is a personal part of the Service, not available for public display, accessed by the User by entering his personal identification data.
Specialist - is a person, performing, on behalf of the Contractor, coaching activity under International Coaching Federation standards or psychological counseling as one of the types of psychological help for the Client.
Psychologist – is an individual having full legal capacity, who reached 18 years old, has a high education or undertook a re-qualification on psychology, renders assistance and counseling to the Clients on different issues (emotional, personal, social, and etc.) without writing any medical prescriptions.
Psychological counseling (consultation with the psychologist) - is one of the types of psychological assistance aimed to help the Client solve his emotional, personal, social and other problems, realize and change inefficient models of behavior for making important decisions, solving emerging challenges, reaching the goals set, living in harmony with themself and the world around.
- Site - a website located in the Internet at the address https://my.on.support/ that allows to choose a coach and/or a psychologist from the specialists database offered and to interact with such specialists. .
Session – a one-time 50 (fifty)-minute online video-consultation where both a specialist (a coach or a psychologist) and the Client participate. The main form of parties interaction within providing services hereunder.
1. SUBJECT OF THE AGREEMENT AND GENERAL PROVISIONS
1.1. According to the terms of the present Agreement the Contractor provides advisory-informational services of coaching and/or services on psychological counseling to the Client, and the Client undertakes to pay for them in the amount and according to the requirements hereof.
1.2. The present Agreement is conveyed publicly to the unlimited number of individuals by its being published on the site https://on.support/
1.3. In accordance with the article 642 of the Civil Code of Ukraine, the payment for the Services made by the Client is considered to be a full and unconditional confirmation of acceptance of all the terms and conditions (without any exceptions) hereof.
1.4. This Agreement enters into force from the moment of:
- correct filling out the application form for getting the Services;
- paying for the Services by the Client without signing written copies of the Agreement by the Parties.
1.5. Each of the Parties guarantees the other that has full legal capacity as well as necessary rights and authorities required and sufficient for signing and executing terms and conditions hereof.
2. THE ORDER OF SERVICE PROVISION
2.1. To have the ability of getting Services hereunder the Client has to register on the Site by filling out the registration form and providing the following data:
- first and last name
- email address;
- telephone number.
While registering it’s forbidden to use third person data.
2.2. After the registration aimed at getting Services hereunder the Client chooses a specialist - a coach and/or a psychologist for further work from a database on the site, fills out an application and makes payment for the Contractor’s Services.
2.3. Services are provided to the Client on an advance-payment basis for the chosen package of sessions with a coach and/or a psychologist.
2.4. The Contractor has the right to offer the Client to run the first chemistry session with a certain specialist free of charge.
2.5. To provide Services hereunder the Contractor has the right to attract specialists of the required qualification. At the same time Services in the form of running sessions are performed by specialists themselves: a coach and/or a psychologist, and the Contractor only provides a technical possibility of choosing a specialist and organizing sessions. Specialists engaged are not in labor relationships with the Contractor and the Contractor only is responsible for the specialists having a required qualification.
2.6. Neither a Contractor nor a specialist-psychologist renders any medical services, nor issues any certificates or recipes, nor prescribes any medicines. The Contractor and a specialist-psychologist don’t provide any therapeutic or any other medical practice.
2.7. Duration of a session with the Contractor’s specialist makes 50 minutes. Sessions between the Client and a specialist are run at the agreed time in the video-format via Skype, zoom, viber or etc.
2.8. The date and the time of each session is defined by means of choosing from the time slots/options provided by each specialist and/or individually agreed with each specialist in personal correspondence on the service.
2.9. The scope and format of services, terms of provision and other characteristics of services are specified in each profile of a separate specialist.
2.10. Both a client and a specialist have the right to refuse from further fulfillment of the Agreement. The refund for the not utilized sessions is performed based on paragraph 3.5. hereof.
2.11. The peculiarity of the agreement obligations performance hereunder is absence of the guaranteed result since the useful effect depends not only on the Contractor’s professional specialists but also on the Client’s personal characteristics.
2.12. After all the sessions have been run by the Contractor’s specialists and Services rendering has been completed the parties don’t conclude and sign the services act.
2.13. Services are considered to be provided properly and accepted by the Client in full if within 3 working days from the moment of services completion the Contractor didn’t get any proved written objections on quality of the services rendered at his email address specified in the contract. The absence of any written remarks within the specified term is considered to be the acknowledgement of the fact that the services were rendered with a proper quality.
3. COST OF SERVICES AND PAYMENT PROCEDURE
3.1. The cost of services (not depending upon the format of the session) is defined in UAH, is indicated in each specialist profile on the Site and is defined based on the cost of one session with the Contractor’s specialist. The price for one session is from 870 UAH (eight hundred seventy hryvnias) excluding VAT, that is equivalent to 30 (thirty) US dollars at the moment of the Agreement publishing. In case the USD rate changes the cost of one session is defined according to the rate at JSC “UKRSIBBANK” as of the moment of payment for the session.
3.2. To start the process of services providing the Customer has to perform a 100% prepayment by means of money transfer to the Contractor.
3.3. The payment for the services is performed in a non-cash form
- by paying the invoice in a bank institution;
- by making an internet-payment (with the help of Wayforpay or any other paying systems that allow to make payments with the help of Visa and Mastercard cards). In this case payment is regulated additionally by the rules of the paying service Wayforpay or any other paying systems, the Client’s and the Contractor’s banks.
The contractor doesn’t perform processing of operations on bank cards. In case of mistakes or payment rejections the Client must refer to the bank or to the representative of a paying system that is used for making a payment.
It’s mandatory that the Client’s full name should be indicated in the line “Payment purpose” of the internet-payment or a bank payment document.
3.4. The cost of services doesn’t include any commissions taken by banks or paying systems for payment processing. Commission expenses the Client pays additionally.
3.5. The services are considered to be fully paid at the moment of crediting the full cost of services to the Contractor’s account.
3.6. Any payment made on the Client’s behalf using their personal data or payment means is considered to be made by the Client.
3.7. In case of unilateral termination of the Agreement in accordance with paragraphs 4.1.8-4.1.9., 4.3.2, 4.3.5. and 4.4.8 hereof, the money funds will be returned to the Client upon his written claim excluding the cost of the sessions held and 10% of the cost of each non-run session (a tax and banking acquiring). The funds are to be returned by the way of a money transfer to the Client’s bank account or bank card. Money funds for the sessions held are non-refundable.
3.7. The Contractor has the right to change prices for the Services rendered unilaterally. The cost of the package of sessions paid by the Client is fixed and is non-changeable till the moment of all the sessions paid having been held.
3.8. The client independently bears the responsibility for correctness and timeliness of the payments made by them.
4. RIGHTS AND OBLIGATIONS OF THE PARTIES4.1. The Client’s has the right to:
4.1.1. Choose any specialist from the specialists database on the Site for getting the Services from the Contractor.
4.1.2. Get qualitative professional services from the Contractor in the scope and in the manner determined by this Agreement and by the requirements stipulated in the ICF Ethical Code and ICF Core Competencies.
4.1.3. Use the Contractor’s Site to choose a specialist, to pay for the Services and to communicate with the chosen specialist.
4.1.4. Reschedule the session time without any penalties and fines by notifying the Contractor not later than 24 hours before the time of the session.
4.1.5. Count on confidentiality and non-disclosure of the information received by the Contractor and its specialists from the Client during providing the services hereunder.
4.1.6. In case of detecting the violations of the ICF Ethical Code norms by a Coach, the Client is entitled to refer to the International Coaching Federation or one of its divisions.
4.1.7. Utilize the information and materials received as a result of getting services from the Contractor for personal purposes and for personal use only.
4.1.8. Prematurely and unilaterally refuse to execute the current Agreement that entails the termination of the services provision by the Contractor. Such termination is possible by sending a written notification to the Contractor’s specialist not later than 4 (four) days before the date of the following session.
4.1.9. In case of the Agreement early termination the Client is entitled to claim the money refund for non-held sessions from the Contractor in accordance with paragraph 3.7. hereof.4.2. The Client is obliged to:
4.2.1. Pay for the Services provision by the Contractor according to the cost of the package of sessions chosen and in accordance with the terms and conditions hereof.
4.2.2. To follow the Contractor’s specialists recommendations, in particularly, when it comes about the sessions with the specialist-psychologist:
- to describe situations, circumstances, one’s state, perception, and worries in details;
- to give clear, direct and sincere answers to the questions asked by the specialist;
- to do home-tasks related to solving the Client’s problem situation.
4.2.3. To treat the specialist providing services respectfully both in written communication and during sessions, not to humiliate their honor, dignity and business reputation.
4.2.4. To come to the consultation at the appointed time. In case of the Client being late the specialist can wait for them for 10 minutes and the time of late coming is excluded from the session duration. In case of the Client being late for more than 10 minutes without a 24-hour prior notice or in case of rescheduling the session by the Client later than 24 hours before it, the session is considered to be held and should be paid in full unless otherwise is agreed by the Parties.
4.2.5. In case of claims to the session held the Client is obliged not later than 1 work day from the moment of the end of the session to send the Contractor a reasoned objection in the form of a written notice. In case of absence of a reasoned written objection to the session, it is considered to be held and the Service - to be rendered.4.3.3. The Contractor has the right to:
4.3.1. Be paid for the Services under the cost of the package of sessions chosen by the Client and in accordance with the terms and conditions hereof.
4.3.2. The Contractor or its specialist (a coach and/or a psychologist) has the right to refuse the Client in further service provision in case of the Client’s disrespectful communication with the specialist; inappropriate, immoral and antisocial behavior; in case of establishing that the client is the patient of a psychiatrist or has disability or mental retardation of a different degree of reduction of intelligence as well as in case if the Client is under-aged.
4.3.3. To enter amendments herein. The Client is considered to be informed about the changes in the Agreement from the moment of the first payment after publishing the amended version of the Agreement on the page https://on.support/legal/
.4.4. The Contractor’s is obliged to:
4.4.1. Provide the Client quality and professional Services in the scope and on the terms and conditions hereof.
4.4.2. Provide the Client feedback on all the questions as regards to the Services provision.
4.4.3. While rendering services the Contractor’s specialists-coaches are obliged to act in accordance with the ICF Ethical Code and the ICF Core Competencies.
4.4.4. The Contractor with the help of its specialists is obliged to communicate to the Client and to agree with them the process of coaching and psychological consultations, the terms and the borders of confidentiality, financial arrangements and other terms of the Parties cooperation.
4.4.5. The contractor is obliged to keep confidentiality about the circumstances that became known to the Contractor and its specialists in connection with the current Agreement execution, including information:
- about providing the Client services within the current Agreement;
- about the content of the coaching sessions and consultations with the psychologist;
- about the Client’s contact details: phone number, mobile phone number, email, Skype, passport details, etc.
4.4.6. To provide a safe collection, processing and keeping of the Client’s personal data according to the legislation requirements.
4.4.8. The Contractor is obliged to track risks of conflicts of interests and potential conflicts of interests, to openly discuss such situations with the Client and make decisions in the Client’s interests including the termination of the current Agreement.
5.1. By registering on the Site and paying for the Services the Client automatically gives their consent for collecting, processing, using and disclosing their personal data in accordance with the Laws of Ukraine “On personal data protection”, “On consumer rights protection”, “On data protection in information-telecommunication systems”. The Contractor is entitled to provide the Client’s personal data to its specialists, employees as well as the third parties involved in rendering services hereunder, solely for reaching the purposes hereof.
5.2. The Contractor and its specialists are obliged not to disclose and not to transmit the Client’s personal data for the third party information or utilization without a prior written consent from the Client.
6. RESPONSIBILITIES OF THE PARTIES. FORCE-MAJEURE
6.1. The Parties are liable for non-fulfillment or improper fulfillment hereof in accordance with the current legislation of Ukraine.
6.2. All disputes arising between the Parties under this Agreement will be resolved through negotiations. If the Parties cannot resolve the dispute peacefully, the dispute is to be transferred to the court of the relevant jurisdiction in accordance with the current legislation of Ukraine.
6.3. In case of claims to the Contractor from the Client as for the Services rendered the Client has to send a claim to the Contractor’s address or to its email address not later than 1 (one) work day after the Service provision. In case of absence of any claims from the Client as for the quality of the Services rendered within the terms stipulated above, the Services are considered to comply with the terms and conditions hereof and to be accepted by the Client in full.
6.4. The Contractor bears responsibility for suspension or termination of the Service provision except cases when such suspension and termination were caused by the Client’s or third parties’ actions.
The Contractor doesn’t bear responsibility for:
- Inability to provide the Services for reasons beyond the Contractor’s control, including force-majeure circumstances such as: disruption of communication lines (the Internet), sudden absence or malfunction of equipment , failure or suspension of work of different Internet-resources (including Zoom, Skype. etc.), absence and/or deterioration in the quality of telecommunications, provided by mobile operators and Internet-providers.
- breach of the equipment safety or malfunction of the equipment used by the Client for getting Services;
6.5. Any Client’s actions directed to preventing the Contractor from providing Services to other Clients, or the Client’s actions that entailed non-fulfillment or improper fulfillment the Services hereunder by the Contractor will result in termination of the current Agreement without refunding the cost of services to the Client.
6.6. In any case the Contractor’s aggregate liability under any suit or claim hereunder is limited by the cost of services provided under terms and conditions hereof.
6.7. The Parties are released from liability for complete or partial failure to perform the terms and conditions hereof if such failure was caused by force-majeure circumstances arising against the Parties’ will and that couldn’t be foreseen or avoided by the Parties.
6.8. Force-majeure is applied to the events that make impossible fulfillment the terms and conditions hereof by the Parties, such as: earthquakes, floods, other natural disasters, fires, nuclear or other industrial hazards, epidemics as well as strikes, military operations, social unrest or acts of the state bodies preventing the fulfillment hereof.
6.9. The Party that got the information on occurrence or approach of such circumstances should immediately notify the other Party on this.
7. FINAL PROVISIONS
7.1.This Agreement comes into force from the moment of the Client’s payment for the Services and is valid until the Contractor fully fulfills their obligations hereunder or the Client’s or the Contractor’s refusal from the further fulfillment hereof. The Agreement termination at the request of either party is executed by emailing the Client a written notification to his email address specified in the Agreement.
7.2. The Contractor is entitled to make amendments and supplements to the Agreement at any time without any special notifications by publishing the new edition of the Agreement on the Site. The new edition of the Agreement enters into force from the moment of its publication unless another date is stipulated additionally.
7.3. The legislation of Ukraine is applied to the Agreement.
7.4. In cases that are not settled by the present Agreement, the Parties are governed by the legislation of Ukraine.
7.5. The Contractor’s email address for reviewing the Client’s requests and applications is: firstname.lastname@example.org.
8. THE CONTRACTOR’S ADDRESS AND BANK DETAILS
LLC «UP UNIVERSITY»
Address: 112, 15 Akhmatova Str, Kyiv, 02068
IBAN Code UA303510050000026000879114900
Bank Code 351005
Phone: +38 (067) 500-22-46
Edition of Public Offer Agreement dd. February 21, 2022