Catalog

License agreement offer for the use of the VinVino Market Mobile application

1. Definitions:

Licensor – FN Fusion B.V., location address: P.F. VON SIEBOLDLAAN 1, 1431 KG AALSMEER, NETHERLANDS

Licensee – an individual who installs a Mobile application on his mobile phone, smartphone (mobile phone supplemented with the functionality of a pocket personal computer), tablet computer and/or other mobile device.

License agreement – This License Agreement is an offer to use the VinVino Market Mobile App

Mobile Application – a software application developed by the Licensor, the rights to which belong to the Licensor, designed to work on mobile phones, smartphones (a mobile phone supplemented with the functionality of a pocket personal computer), tablet computers and other mobile devices, allowing all information specified to be displayed in a visual format in real time on the website www.vinvino.market. The mobile application also provides functionality:


- posting advertisements for the sale of goods, searching for goods using advertisements, real-time bidding using the “Auction” and “Group Order” modules. Filling out commercial requests through the “Tender” module

- implementation of electronic interaction between the Buyer and the Seller within the framework of using the trading modules “Advertises”, “Auction”, “Group Order”, “Tender”.

- making payments for the services of the VinVino Market website and within the framework of trading using the “Safe Transaction” option through the payment system provided in the mobile application (as well as on the website).


Official site – The official website of the Licensor, located on the Internet at the address: https://vinvino.market


2. Key points:

2.1. The Licensee, by downloading and installing the Mobile Application on his mobile device, fully and unconditionally agrees with the terms and conditions of this License Agreement, accedes to this License Agreement only as a whole, declares and guarantees that he is familiar with the terms and provisions of this License Agreement, The license agreement is understandable to him and does not contain unfavorable and/or onerous conditions, as well as conditions that the Licensee, based on his reasonably understood interests, would not accept if he had the opportunity to participate in determining the terms of the license agreement for the use of the Mobile App

2.2. If the Licensee disagrees with the terms and conditions of this License Agreement, if the terms and conditions are not clear to the Licensee, contain, in the Licensee’s opinion, conditions that are unfavorable and/or burdensome for the Licensee, or conditions that the Licensee, based on its reasonably understood interests, does not would, if he had the opportunity, participate in determining the terms of the license agreement for the use of the Mobile Application, the Licensee is obliged to immediately stop using the Mobile Application and remove the Mobile Application from all mobile devices on which the Licensee has installed the Mobile App.

2.3. The License Agreement is considered concluded between the Licensor and the Licensee on the terms and conditions established by this License Agreement from the moment the Mobile App is downloaded and installed by the Licensee on his mobile device.

2.4. Under the License Agreement, the Licensor grants the Licensee a non-exclusive License for the Mobile App for the purpose of installing and using the Mobile App on the Licensee’s mobile devices solely for personal, non-business purposes, providing the scope of rights to use the Mobile App expressly established by this License Agreement.

2.5. The Licensor represents and warrants to the Licensee that it is the owner of the exclusive rights to the Mobile App, and that the Mobile App does not use any elements that violate the rights of third parties.

2.6. The Licensor notifies the Licensee that as of the date of conclusion of the License Agreement, state registration of rights in relation to the Mobile Application, in the manner established by the current legislation of the Kingdom of the Netherlands, has not been carried out.

2.7. The Mobile Application and the authorship of the Mobile App, systems, ideas, working methods, program codes and other information contained in the Mobile App are the intellectual property and/or trade secret of the Licensor and are protected by international law. Licensor retains all rights in and to the Program, including, without limitation, the rights to any bug fixes, enhancements, updates or other modifications to the Mobile Application made by Licensor or any third party, and all copyrights, trade secret rights, trademarks and other intellectual property rights thereto. Possession, installation and use of the Mobile App does not transfer to the Licensee any intellectual property right to the Program, the Licensee does not acquire any rights to the Mobile App except as expressly stated in this License Agreement and the Licensee acknowledges that the non-exclusive right granted in accordance with this License Agreement gives Licensee has only the right to limited use of the Mobile App in accordance with the terms and conditions of this License Agreement.

2.8. The Licensor warns that the possibility of compatibility of the Mobile Application with mobile devices (equipment) of the Licensee, on which the Licensee will install the Mobile Application, is determined by the Licensee independently, taking into account the information contained on the Official Website of the Licensor. The Licensor is not responsible for the incompatibility of the Mobile Application with software, hardware and equipment that does not meet the requirements established by the Licensor and communicated by the Licensor to the Licensee by posting on the Official Website, taking into account updates/changes in such requirements.

2.9. The Licensor does not guarantee that the Mobile App will meet the needs and ideas of the Licensee. The Mobile App is provided by the Licensor for downloading and installation on the Licensee’s mobile devices in the form and functionality as it is, and the Licensor is not obliged to make changes to the code of the Mobile App at the request of the Licensee.


3. Essential terms of the non-exclusive License for the Mobile Application:

3.1. By using the Mobile Application, the Licensee agrees to fully and unconditionally comply with the terms of the License Agreement.

3.2. The exclusive right to the Mobile Application belongs to the Licensor.

3.3. The licensee is granted a non-exclusive right to use the Mobile Application - a simple (non-exclusive) license corresponding to the contents of the Mobile Application.

3.4. Scope of License: The Licensee may install the Mobile Application on an unlimited number of equipment owned by the Licensee (mobile phones, smartphones (a mobile phone supplemented with the functionality of a pocket personal computer), tablet computers and other mobile devices).

3.5. The validity period of the Licensescorresponds to the period of use of the Mobile Application by the Licensee.

3.6. License cost: The license is provided free of charge.


3.7. The licensee has the right:

3.7.1. Carry out actions necessary for the operation of the Mobile Application in accordance with its purpose, including recording and storing data from the Mobile Application in the memory of the mobile device.


3.8. The licensee has no right:

3.8.1. Make copies of the Mobile Application.

3.8.2. Distribute the Mobile Application. The parties agreed to understand the distribution of the Mobile Application as providing access to third parties to the Mobile Application reproduced in any form, including through network and other means, as well as through sale, rental, rental or lending.

3.8.3. Decompile (convert object code into source text) the Mobile Application and any parts or components of the Mobile Application.

3.8.4. Make any changes to the object code of the Mobile Application.

3.8.5. Completely or partially integrate any components, modules and subsystems of the Mobile Application into other computer programs.

3.8.6. Perform other actions in relation to the Mobile Application that violate international standards on copyright and the use of software.

3.9. The Licensor guarantees the functionality of the modules included in the Mobile App.

3.10. This License Agreement shall be governed by and construed in accordance with the current Laws of the Kingdom of the Netherlands.


4. Rights and obligations of the parties.

4.1. Responsibilities of the Licensor:

4.1.1. During the period of validity of the License Agreement, the Licensor undertakes to provide the Licensee with access to all updates to the Mobile App by posting updates on the Official Website and informing the Licensee about the release of an update to the Mobile App through the functionality of the Mobile App.

4.1.2. During the period of validity of the License Agreement, the Licensor undertakes to provide technical and consulting support to the Licensee on the use, installation, and operation of the Program through the communication functionality of the Mobile Application.

4.1.3. During the period of validity of the Licensee, the Licensor is obliged to protect the Licensor's software and technology complexes from unauthorized access by third parties.

4.1.4. During the period of validity of the License Agreement, the Licensor is obliged to ensure round-the-clock availability of the Licensor's Official Website in order to provide the Licensee with access to updates to the Mobile App, with the exception of the time the Licensor carries out maintenance work on the Official Website.

4.1.5. During the period of validity of the License Agreement, the Licensor is obliged to ensure round-the-clock availability and operability of the software and technological complex (including servers) of the Licensor, to which the Mobile Application is accessed or on which certain information and data of the Licensee are processed.


4.2. Licensor Rights:

4.2.1. The Licensor has the right to modify or release a new version of the Mobile Application at any time and for any reason, and at its discretion, including in order to meet the needs of Licensees or competitiveness requirements, in order to comply with the current legislation of the Netherlands, in order to ensure compliance of the functionality of the Mobile Application with changes legislation of the Kingdom of the Netherlands. The Licensor reserves the right to add new features and functionality to the Mobile Application or remove existing features and functionality from the Mobile Application.

4.2.2. At any time, the Licensor has the right to register its exclusive rights to the Mobile Application in the manner prescribed by the current legislation of the Kingdom of the Netherlands.

4.2.3. Dispose of your rights to the Mobile Application at your own discretion and without restrictions on these rights.

4.2.4. Unilaterally, out of court, refuse to execute the License Agreement with the Licensee, in the event of a violation by the Licensee of the terms and conditions of the License Agreement, by blocking the functionality of the Mobile Application and prohibiting the Licensee from downloading the Mobile Application from the Licensor’s Official Website or from Google play and the Apple app store using those used by the Licensee mobile devices.


4.3. Responsibilities of the Licensee:

4.3.1. Do not disassemble (analyze and examine object code), decompile (convert object code into source text), adapt or modify in any way the Mobile App.

4.3.2. Do not make any changes to the object code of the Mobile Application except for those made by means and methods directly provided for by the Mobile Application and the modules included in the Mobile Application.

4.3.3. Not to perform any other actions in relation to the Mobile Application that violate international standards on copyright and the use of software, violating the rights and legitimate interests of the Licensor.

4.3.4. Do not attempt to register exclusive rights to the Mobile Application, and also warn the Licensor about any attempts by third parties to register exclusive rights to the Mobile Application that become known to the Licensee.

4.3.5. Do not infringe on the rights of the Licensor in other possible ways, do not attempt to limit the Licensor’s rights to the Mobile Application.

4.3.6. Do not use your rights under the License Agreement and the Application in ways that violate the License Agreement, the laws in force in the Kingdom of the Netherlands and applicable international laws.


4.4. Licensee Rights:

4.4.1. Use the Mobile Application in the manner and under the conditions established by this License Agreement by installing it on mobile equipment owned by the Licensee, to the extent and for the purposes established by the License Agreement and other agreements concluded between the Licensee and the Licensor.


5. Responsibility of the Parties.

5.1. The Licensor is not responsible for direct or indirect losses, including lost profits, incurred by the Licensee as a result of using the Mobile App.

5.2. The Licensor is not responsible for the inability to use the Mobile App that arose through no fault of the Licensor, including due to the incompatibility of the Licensee’s mobile devices with the Mobile App.

5.3. For failure to fulfill or improper fulfillment of obligations under the License Agreement, the Parties are liable in accordance with the current legislation of the Kingdom of the Netherlands.

5.4. If a Party under the License Agreement suffered damage due to failure to comply with the terms of the License Agreement, the Party that committed the violation/non-fulfillment of the License Agreement undertakes to compensate the injured Party for documented damage upon the written request of the injured Party.

5.5. Compensation for damage and payment of penalties is carried out within 30 (thirty) calendar days from the date of acceptance of the claim sent by the Party demanding compensation for damage or payment of a penalty by transferring the amount of damage contained in the claim/demand to the bank account of the Party that sent the claim/demand indicated A party to the relevant claim/demand.

5.6. In case of violation or failure by the Licensee to fulfill the obligations established by clause 4.3. of this License Agreement, the Licensee is obliged to compensate the Licensor for all losses incurred by the Licensor, including damage and lost profits incurred in connection with such violation or non-performance.

5.7. Compensation for losses, damages, lost profits and payment of penalties does not relieve the Parties from the proper fulfillment of their obligations under the License Agreement.

5.8. Neither Party to the License Agreement is liable to the other Party for failure to fulfill obligations caused by circumstances that arose against the will and desire of the Parties (force majeure circumstances), the occurrence and duration of which is confirmed by a document issued by the relevant competent authority.

5.9. The concept of force majeure circumstances covers external and extraordinary events that were absent at the time of concluding the License Agreement and occurred against the will and desire of the Parties, the actions of which the Parties could not prevent by measures and means that are justified and expedient to be expected from a Party acting in good faith. The Parties include such circumstances as wars, hostilities, epidemics, fires, natural disasters (floods, hurricanes, earthquakes and other natural disasters and cataclysms), civil unrest, uprisings, terrorist acts, acts and actions of government bodies that make it impossible to fulfill obligations under the License Agreement.

5.10. The Party under the License Agreement affected by force majeure circumstances must immediately (no later than three business days) notify the other Party of the occurrence, type and possible duration of force majeure circumstances that prevent the above-mentioned events from fulfilling contractual obligations. If notified in a timely manner, the Party affected by the force majeure circumstance cannot rely on it as a basis for exemption from liability, except in cases where giving notice of the occurrence of force majeure circumstances was physically impossible due to the scale of such circumstances or the extent to which the Party was affected by such circumstances.

5.11. During the period of force majeure circumstances, the fulfillment of obligations under the License Agreement is suspended, penalties for failure to fulfill contractual obligations are not applied.

5.12. The occurrence of force majeure circumstances, provided that established measures have been taken to notify the other Party about this, extends the period for fulfilling contractual obligations for a period corresponding in duration to the duration of such circumstances.

5.13. A certificate issued by the relevant chamber of commerce and industry is sufficient confirmation of the existence of the duration of the force majeure circumstances.

5.14. If force majeure circumstances continue for more than 2 (two) consecutive calendar months, either Party has the right to unilaterally refuse to fulfill the License Agreement by sending the other Party a corresponding notice in a manner accessible to such Party.


6. Confidential information

6.1. For the purposes of the License Agreement, the term “confidential information” includes, without limitation, any information received by the Licensor about the Licensee in the course of fulfilling its obligations under the License Agreement, including, but not limited to, personal data of the Licensee, information (including financial) and Licensee's documents. The Licensor recognizes such documents, information, and personal data of the Licensee as confidential (confidential information) without additionally designating them as such.

6.2. The licensor is obliged to take all necessary and sufficient measures to prevent the disclosure of confidential information and personal data to third parties.

6.3. The Parties' confidentiality obligations shall survive termination of the License Agreement.

6.4. The Licensee is obliged to comply with the requirements of the current legislation on the protection of information, trade secrets, confidential information in relation to information and information about the Licensor or its intellectual property, which may become available to the Licensee during the execution of the License Agreement, and the Licensee is responsible for the disclosure of such information, trade secrets, confidential information of the Licensor to the extent established by the current legislation of the Kingdom of the Netherlands.

6.5. The obligations of the Parties established by this Article 6 of the License Agreement do not apply to cases of disclosure of confidential information and personal data of the Licensee or information, trade secrets, confidential information of the Licensor, if the disclosure is carried out on the basis of an appropriate request/demand of the court or authorities, which in accordance with current legislation The Kingdoms of the Netherlands are authorized to request and receive such information from the Licensor or Licensee. In this case, the Party, in the event of receiving such a request and/or demand from a court or authorized authority, is obliged to notify the other Party of the request/demand and the disclosure of confidential information, trade secrets, and/or personal data.


7. Settlement of disputes.

7.1. Disputes, disagreements or claims arising from the License Agreement or relating to its terms and conditions, or its violation, termination or invalidity (hereinafter referred to as Disputes) the Parties will strive to resolve through bilateral negotiations.

7.2. If the Parties have not reached an agreement on Disputes, they are subject to consideration in court, established by the current legislation of the Kingdom of the Netherlands. The preliminary claims procedure for resolving disputes is mandatory for the Parties. The Party that has received a claim from the other Party is obliged to fulfill the requirement contained in such claim within 30 (thirty) calendar days, or send a reasoned response to the claim within the period specified in this paragraph.


8. Final provisions.

8.1. The Licensor has the right to unilaterally change and/or supplement this License Agreement. The amended version of the License Agreement comes into force after 7 (seven) calendar days from the date of its publication on the Licensor’s Official Website.

8.2. In all other respects that are not provided for in this License Agreement, the Parties are guided by the current legislation of the Kingdom of the Netherlands.