Public Offer Contract
PMS Cloud LP, hereinafter referred to as the «Company», IT company that renders services and solutions for the hotel and tourism industry. PMS Cloud is a name of the software belonging to the company PMS Cloud LP.
This Public Offer Contract (hereinafter the “Contract”) shall be concluded between PMS Cloud LP (hereinafter the “Executor”) and any other physical person, individual entrepreneur, legal entity (hereinafter the “Customer”).
1. MEANINGS OF THE FOLLOWING TERMS:
1.1. PMS Cloud program – cloud system of automation of hotels, hostels, and apartments.
1.1.1. Demo-version of the program – 14-day free-of-charge trial program
1.1.2 Full version of the program – the software PMS Cloud that is distributed to the Customer on the lease conditions for one-month period after payment fulfillment.
1.2. Site – the Executor’s website, located in the Internet by http://www.pmscloud.com
1.3. Customer – a User who deals with, and pays for, the software lease every month.
1.4. Offer — a public offer of the Executor considered for any person in order to enter into a License contract (hereinafter the “Contract”) on the existing terms and conditions included herein.
1.5. Acceptance — complete and unconditional acceptance of the Contract conditions by the Customer.
1.6. Personal Account – a secret area of the Site, allowing the User to accomplish the registration, to test the program, and to fulfill the payment. To access the Personal Account, one should use a unique personal key and a password, received by the User upon registration on the Site.
1.7. Tariff plan – the software lease cost indicated on the Site of the Executor.
1.8. Authorization data — the data, necessary for an access to the Service:
- 1.8.1. Login — the Customer’s e-mail, indicated upon the registration in the Service.
- 1.8.2. Password — an access password of the Customer.
2. SUBJECT OF THE CONTRACT
2.1. The Executor shall grant to the User a right of the Program lease during a month period, subject to the compliance with all the restrictions and conditions of the Program use, in accordance with its technical documentation, functional features, and conditions of this Contract, taking into account the types of tariff plans listed in the Internet via:
2.2. This Offer shall be concluded immediately at the moment of the Program use beginning and shall be in force during all the period of its lawful application by the User within validity period of its copyright, subject to the User’s due compliance with this Offer conditions.
2.3. The Executor shall grant the User a right of the Program’s use, without territorial restrictions under conditions and procedures stipulated by this Contract.
2.4. The Executor is an exclusive publisher of the PMS Cloud program and retains its rights for the Program, including the ownership and proprietary rights. The Program is protected by the British Law, a copyright, and an intellectual property right, being the PMS Cloud LP company’s property.
3. RIGHTS AND RESPONSIBILITIES OF THE PARTIES
3.1. The Customer agrees that no Software is error free. In case an error arises, the Customer has a right to send an e-mail to the Executor about the error. The Executor is obliged to give a response to the Customer within 24 hours, informing him about the troubleshooting period.
3.2. The Customer has a right:
3.2.1. to take any actions related to the functioning of the Program, in accordance with its purpose, namely: to provide the company employees and clients with remote access for work in the Program; to provide an access to information, generated through the Program running, aimed at summary reports creation; to use the Program in commercial activities, except in case of re-sale, lease or transfer of the Program to the third parties, that is possible only after relevant written agreements conclusion with the Executor; to empower the third parties with the Program use without sub-licenses provision.
3.3. The Customer is obliged:
3.3.1. to use the Program only within the rights and mode stipulated herein;
3.3.2. to accomplish payment by this Offer, in accordance with this Offer conditions.
3.4. The Customer has no right:
3.4.1. to spread the Program out (make copies), to lay it open to the public;
3.4.2. to distribute the Program copies or its parts and/or carry out other actions, aimed at profits gaining by the Program use via interaction with the third parties;
3.4.3. to grant sub-licenses to the third parties for any use of the Program or its parts.
3.5. The Executor is obliged:
3.5.1. within 24 hours from the moment of the Customer’s fulfillment of his duties regarding payment, to grant the Customer a right for the Program use;
3.5.2. to notify about the work with Program by e-mail, blog and hot line. Actual e-mail addresses and hot line phone number are given in the Contacts section on the site of the Executor;
3.5.3. to provide information about updates of the Program current version, released during the Offer validity period;
3.5.4. In case the services are impossible to be delivered due to the fault of the Executor, the Executor is obliged to refund the money paid by the Customer. In other cases, there is no refund to be fulfilled.
3.6. The Executor has a right:
3.6.1. to release new versions of the Program, to set conditions of providing them to the Customer, as well as conditions of technical support and maintenance;
3.6.2. to attract the third parties for services by this Offer;
3.6.3. to change and/or enlarge these Conditions and Tariff Plan at any time, notifying the Customer about it by e-mail. All the changes in the Conditions and the Tariff Plan are published on the site of the Executor.
3.6.4. to interrupt an access to the site in order to carry out scheduled maintenance or repair works on technical and/or System resources of the Executor, with prior notice to the Client in a 24-hour period by e-mail and/or on the official website http://www.pmscloud.com
4. CONDITIONS OF THE PROGRAM USE
4.1. This Offer entitles the User to use the software during one-month period for a fixed fee, declared on the site http://www.pmscloud.com
4.2. Having reviewed the price-list of the Executor’s services and the text of this Public Offer, the Customer forms an e-application on the site http://www.pmscloud.com. Afterwards, the Customer receives from the Executor a login and a password for an access to a free trial version of the Executor’s software by e-mail.
4.3. After the 14-day period of program version use, the client shall pay for the service, according to this Offer, using his login and password for an access to his Personal Account on the site http://www.pmscloud.com
4.4. Use of the Software’s full version is possible only after payment in an appropriate amount in the Personal Account of the Customer.
4.5. The Customer registers on the site independently by himself, indicating his Registration data. Authorization data are to be used for the Customer’s subsequent identification and access to the site.
4.6. Any responsibility, including financial one, for hired employees’ actions of the Customer in the Program shall be placed on the Customer himself.
4.7. Responsibility for any actions and/or inactions that might lead to the loss, larceny, disclosure, etc. of Authorization and/or Registration data of the Customer, as well as responsibility for any actions and/or inactions of the third parties that use Authorization and/or Registration data of the Customer, are entirely and completely placed on the Customer. The Executor is responsible for the mentioned supra to no extent.
4.8. The Customer and persons who have an access to the Program shall be prohibited of any unauthorized actions aimed at receiving an access to any hardware and/or software resources of the Executor, to Authorization and Registration data of other Customers of the Program, as well as to any other information, which is somehow related to the Program and is of limited capacity via the Internet.
4.9. The Customer and persons who have an access to the Program shall be prohibited to realize mass e-mailing of advertisement, commercial or other messages, if such were not previously agreed (or requested) with receivers. Such actions are specified as “spam”.
4.10. Disposition and/or distribution of any information and/or software, which serves only as a burglary of computer programs or systems, or is a computer virus, or contains harmful code parts or components, shall be prohibited.
4.11. The Customer shall be liable to comply with copyright for the software and documentation, presented by the Executor.
4.12. In case of violation of the Program use rules by the Customer, the Executor reserves the right to lock the Customer’s access for an unspecified period, without notice and refund of any monetary resources of locked Customer.
4.13. The Executor is not obliged, but retains the right, to unlock an access of the Customer to the Program, if violation was eliminated by the Customer.
5. PROCEDURE OF THE PROGRAM PROVISION
5.1. The Client submits an application for acquisition of the Program demo version and/or for services as follows:
5.1.1. filling out the electronic form on the site http://www.pmscloud.com;
5.2. Upon Application filling, the Customer indicates:
5.2.1. Name and Surname, Company, phone number, e-mail address.
5.3. Subject to data specified in the present Offer, the Executor’s remuneration fee is formed in order to be paid by the Customer on the following conditions.
6. THE PRICE AND THE PAYMENT PROCEDURE
6.1. The Cost of the right to use the full version of the program PMS Cloud, as well as the cost of the services under this contract is fixed in the Tariff Plan located on the site http://www.pmscloud.com/ru/calculator/
6.2. The Executor reserves the right at any time to change the Tariff Plan, with notice to the Customer by e-mail.
6.3. Payments hereunder shall be fulfilled on the basis of the acquired version of the Program.
6.4. Methods of monetary funds transfer are determined by the Customer out of possible options. List of possible options is specified in the Personal Account of the Customer on the site.
6.5. In case of purchase of access to the Program in the Internet under this Offer, as well as additional services, there is payment procedure determined as follows:
6.5.1. The Customer pays for the Tariff Plan chosen, using his Personal Account on the site.
6.5.2. Upon the service being rendered by the Executor, funds debiting from the Personal Account of the Customer takes its place automatically at the same moment. The moment of services rendering is reckoned the date and time when the Customer used an appropriate Service directly.
6.5.3. Any expense regarding the money transfer to the Executor’s account, including bank charges for this transfer, under this Offer are placed on the Customer.
6.5.4. To get refunded, the Customer shall send a written application to the Executor’s e-mail address. The Customer’s application shall be considered within 3 days. Decision with respect to this application shall be sent to the Customer’s e-mail.
6.6. The currency of settlements under this Offer shall be USD.
7.1. In case of circumstances beyond one’s control, such as natural disasters, accidents, fires, riots, strikes, acts of war, unlawful acts of the third parties, entry into force of acts of law, government regulations, and orders of public authorities, directly or indirectly prohibiting the activities specified in this Offer, impeding the implementation of the Parties functions provision under this Offer, and other circumstances, which do not depend on the will of the Parties, they shall be exempt from liability for failure commitments, if within 10 (ten) days from the occurrence of such circumstances and having available connection, the Party which suffered from their influence notifies the other Party about the situation happened, as well as makes every effort to eliminate force-majeure circumstances as soon as possible.
7.2. The Party who has suffered losses due to force-majeure circumstances may require the documentary confirmation of the scale of past events, as well as an impact thereof, from the other Party, which became the object of force-majeure effect.
8. VALIDITY TERMS AND THE OFFER TERMINATION PROCEDURE
8.1. The Offer shall enter into effect from the moment of the User’s full and unconditional implementation of acceptance of the Offer – payment of remuneration to the Executor, as well as payment for services delivered under this agreement, in accordance with the Offer conditions and shall be valid during 1 calendar month.
8.2. In case of using the Program under this Offer, its validity shall be prolonged for the subsequent calendar month.
8.3. Any of each Party has a right to unilaterally refuse this contract implementation at any time, having previously notified the other Party in 10 (ten) working days before the foreseen date of unilateral refusal. The notice of unilateral refusal from this contract shall be made in a written form.
8.4. The Contract-Offer may be terminated:
8.4.1. By the Customer at any time. Thereat, the Customer is obliged to preliminarily notify the Executor about this not later than ten working days before termination.
8.4.2. By the Executor at any time. Thereat, the Executor is obliged to preliminarily notify the Customer about this not later than ten working days before termination.
8.4.3. By mutual assent between Parties at any time.
8.4.4. By either Party’s initiative, in case if violation of this Contract-Offer Conditions by the other Party took its place. Thereat, the Party, which initiated termination, is obliged to preliminarily notify the other Party about this in a written form not later than ten working days before termination.
9. OTHER CONDITIONS
9.1. These Conditions shall be a Public Offer (proposal) of the Executor for physical and legal entities, which contains substantial conditions of the contract on the Services delivery and the Program use.
9.2. Any actions related to implementation of conditions stipulated in this Offer, including the Customer’s registration on the site, payment for Services, and others, which confirm the Customer’s intentions to use the Program, are considered as complete and unconditional acceptance of this Offer Conditions.
9.3. From the moment of acceptance of this Contract-Offer Conditions, it shall be considered that the Customer has reviewed and agreed with this Offer.
9.4. The Executor’s obligations shall be completely and unconditionally defined by Conditions hereunder.
9.5. Conditions, on which services are rendered, are defined by this document as “Contract-Offer” accessible free in the Internet: (ссылка на вебсайте)
9.6. The order and name of text parts of Conditions herein are presented only for convenience of reading, and these have no influence on this text interpretation.
9. THE EXECUTOR