Public Offer
Version №2 as of December 14, 2022

Acceptance – unconditional agreement with the terms and conditions of the Offer by signing the Commission Terms Card by the Agency.
Website – NewBiz website available at: https://newbizservice.ru, https://newbizservice.com.
Client
– A capable natural person, legal entity or individual entrepreneur, who is ready to conclude an agreement with the Agency.
Commission Terms Card – the document that defines the price of NewBiz Services (Appendix No. 1 to the Offer).
Commission Terms Adjustment – a document that changes the terms and conditions agreed upon in the Commission Terms Card (Appendix No. 2 to the Offer).

1.1. NewBiz renders the following services to the Agency (hereinafter referred to as the Services):

• search for Clients;
• support of negotiations with Clients,

and the Agency accepts and pays for them.

2.1. To receive the Services, the Agency shall fill out an application on the Website and provide its contact details.
2.2. NewBiz moderates the application and verifies the Agency's activity.
2.3. If the Agency successfully passes moderation, NewBiz contacts the Agency by email or messenger specified in the application and sends the Commission Terms Card.
2.4. Agency shall sign the Commission Terms Card and send the signed scan to NewBiz email.
2.5. The Agreement shall be considered concluded from the moment of Acceptance.
2.6. The parties have the right to change the terms agreed in the Commission Terms Card by signing a Commission Terms Adjustment or by signing a new Commission Terms Card.

3.1. NewBiz selects Clients for whom the Agency is suitable. After that NewBiz clarifies through e-mail and messengers whether the Agency is ready to participate in negotiations with the Client.
3.2. If the Agency is ready, NewBiz accompanies such negotiations, specifically NewBiz shall:
3.2.1. Provide the Client with information about the Agency (competencies of the Agency, examples of promotional materials, compliance of the Agency with the Client's requirements, etc.).
3.2.2. Organize meetings between Agency representatives and Client representatives in online/offline format. NewBiz representative participates in such meetings and provides feedback on the results of the meeting.
3.2.3. Upon agreement with the Client, organize the Agency's participation in the Client's tender/competition and provides feedback on the results of the tender/competition.
3.2.4. Obtain feedback from the Agency and the Client on each other's work for 1 year from the date of the contract between them.
3.3. NewBiz does not participate in the negotiation of terms of cooperation (including financial ones) with the Client. Agency shall negotiate such terms on its own.
3.4. Agency undertakes to inform NewBiz of the conclusion of the contract with the Client within 14 calendar days of its conclusion.
3.5. NewBiz services shall be deemed to be rendered in full from the date of the contract between the Agency and the Client.

4.1. The Agency shall provide NewBiz with information and materials necessary to provide the Services("Materials"). Materials shall be accurate and fully responsive to NewBiz's request.
4.2. The Agency shall provide Materials to NewBiz within the time period specified in the request.
4.3. Agency warrants that it has all necessary rights to provide and use the Materials provided to NewBiz.
4.4. If the Materials provided by the Agency contain personal data of third parties, the Agency undertakes to obtain the consent of such third parties, necessary for the purposes of their transfer to NewBiz in accordance with the laws of the Russian Federation.
4.5. The Agency undertakes to ensure the presence of its representative at negotiations with the Client. The parties shall agree on the procedure for participation of the Agency representative in negotiations via e-mail and messengers.

5.1. An obligation of the Agency to pay for the Services arises only after the conclusion of a contract with the Client.
5.2. The price of the Services is calculated as a share of:
- each payment received by the Agency under the contract with the Client and
- each payment received by the Agency under other contracts with the Client, concluded within 1 year from the date of conclusion of the first contract with the Client.
5.3. The parties shall agree on the price of the Services in the Commission Terms Card.
5.4. The Agency shall inform NewBiz about each payment under the contract with the Client within 1 working day from the date of its receipt.
5.5. The Agency shall pay the price of the Services within 5 calendar days from the date of receipt of the invoice for payment.
5.6. The price of the Services is not subject to VAT in connection with NewBiz application of the simplified taxation system, does not include possible fees of payment providers.
5.7. Settlements under the Agreement shall be made in Russian rubles by transfer of funds to NewBiz's settlement account specified in the details of the Offer. The Parties have the right to agree by e-mail and in messengers:
5.7.1. transfer of funds to the settlement account of a legal entity affiliated with NewBiz;
5.7.2. making payments in another currency
5.8. Payment obligations shall be deemed fulfilled at the time of receipt of funds to the current account of NewBiz.

6.1. Within 5 calendar days from the date of the contract with the Client, NewBiz sends the Agency by e-mail a financial spreadsheet (spreadsheet template), in which the Agency undertakes to specify the terms of work with the Client.
6.2. Within 3 calendar days of receipt of the financial spreadsheet, the Agency shall complete it and email it to NewBiz.
6.3. NewBiz sends the Acceptance Act (hereinafter referred to as the Act) and the invoice for payment to the Agency within 3 calendar days of receiving information from the Agency about the payment under the contract with the Client.
6.4. Within 5 calendar days from the date of receipt of the Act and the invoice for payment the Agency shall sign it and pay the cost of the Services or send a reasoned refusal.
6.5. If, after 5 calendar days from the date of receipt of the Act, the Agency does not send a signed Act or a reasoned refusal, the Services shall be deemed duly rendered and accepted in full.

7.1. The Parties hereby represent that:
7.1.1. they have obtained all necessary consents and approvals for the execution and performance of the Agreement;
7.1.2. the persons who concluded the Agreement and signed the Commission Terms Card and the Commission Terms Adjustment and the Acts on behalf of the Parties have all the powers necessary for such signing.
7.2. Agency represents to NewBiz that it has received consent from the Client to share information about the contract with it (details, contract price, etc.) with NewBiz, including for completing the financial spreadsheet.

8.1. NewBiz processes personal data provided by the Agency in order to fulfill the terms of the Agreement in accordance with Federal Law "On Personal Data" as of 27.07.2006 N 152-FZ.
8.2. The processing and protection of personal data is governed by the Privacy Policy, available at: https://newbizservice.com/privatpolicy

9.1. Стороны признают конфиденциальной и обязуются не разглашать следующую информацию:

• information about the Clients;
• the contents of the Commission Terms Card;
• the contents of the Commission Terms Adjustment;
• the contents of the negotiations with the Clients;
• the contents of the financial spreadsheet;
• Materials;
• correspondence under the Agreement, if marked with the word "confidential".

9.2. None of the following are considered confidential information:
9.2.1. publicly available information;
9.2.2. information which is to be submitted to the state authorities by virtue of the regulations of the legislation of the Russian Federation;
9.2.3. information that has become known to the Party from other sources before or after receipt from the other Party.
9.3. NewBiz may disclose confidential information under the Agreement to its employees and contractors who participate in or otherwise assist NewBiz in providing the Services.
9.4. NewBiz may mention in its informational and promotional materials:
9.4.1. Name of the Agency;
9.4.2. logo and (or) trademark of the Agency;
9.4.3. the fact of cooperation.
This information is not confidential.

10.1. NewBiz is not liable for:
10.1.1. The results of the Agency's negotiations with the Client;
10.1.2. improper performance of the contract between the Agency and the Client;
10.1.3. any losses incurred by the Agency while using the Website;
10.1.4. Breakdowns or other malfunctions of the Client's computer, mobile device, any other device that occurred while using the Website.
10.2. NewBiz has no obligation to the Agency to continuously search for Clients and close a specific number of contracts with them over a specific period of time.
10.3. NewBiz's liability under the Agreement is limited to compensation for documented actual damages.

11.1. Neither of the Parties shall be liable for the full or partial failure to perform its obligations under the Agreement if it is the result of force majeure circumstances which the Parties could not foresee and/or prevent (hereinafter referred to as the "Circumstances"): fire, flood, earthquake and other natural disasters, blockades, restrictions of economic and political nature.
11.2. The Party shall inform the other Party of the occurrence of the Circumstances as follows:
11.2.1. NewBiz shall post information about the occurrence of a Circumstance on the Website;
11.2.2 The Agency shall notify NewBiz of the occurrence of the Event in writing within 3 business days of the occurrence of the Event.
11.3. The Party which informs about the occurrence of the Circumstances shall be obliged to confirm the occurrence of the Circumstances by a document from the Chamber of Commerce and Industry of the Russian Federation or a similar foreign document upon request of the other Party within 5 business days from the date of receipt of the request.
11.4. A Party shall inform the other Party of the termination of the Circumstances in the same manner as when they occur.
11.5. If the Circumstances continue for more than 3 months, each of the Parties may withdraw from the Agreement.

12.1. In case of any disputes, the Parties are obliged to settle them in the pretrial order by sending a written claim.
12.2. The parties have the right to send the claim by e-mail.
12.3. The parties shall respond to the claim within no more than 15 calendar days of its receipt.
12.4. If pre-trial settlement is impossible, the dispute shall be resolved in accordance with the laws of the Russian Federation in the Moscow Arbitration Court.

13.1. The parties acknowledge proper signing of documents (Commission Terms Map, Commission Terms Adjustment, Acts, etc.)
13.1.1. By signing paper documents;
13.1.2. by exchanging scanned copies by e-mail;
13.1.3. by means of electronic document management systems.
13.1.4. The Parties acknowledge the proper negotiation of all current business matters in connection with the execution of the Agreement, including sending of letters, requests and other communications, by e-mail and messengers.
13.2. The Parties shall agree on email addresses and messenger accounts in the Commission Terms Card.
13.3. All previous correspondence of the Parties shall become null and void as of the moment of the conclusion of the Agreement.
13.4. The Parties confirm that only the persons authorized to interact under the Agreement have access to the email addresses and messenger accounts specified in the Commission Terms Card.
13.6. Each Party shall be responsible for ensuring confidentiality of its email accesses.
13.6. If the Party changes its details specified in the Commission Terms Card, the Party undertakes to notify the other Party by e-mail within 3 business days. In case of failure to notify, the Party in breach shall bear the risk of consequences associated with sending information or payments using incorrect details and shall compensate the consequences to the other Party.

14.1. This Agreement shall be valid for an indefinite period of time.
14.2. Each of the Parties has the right to unilaterally withdraw from the Agreement by notifying the other Party not later than 30 calendar days prior to the date of termination.
14.3. If the Agency violates the payment deadline for more than 5 working days, NewBiz has the right to terminate the Agreement by notifying the Agency 2 calendar days prior to the date of termination.
14.4. Upon termination of the Agreement, the Agency undertakes to pay the price of NewBiz Services in full, including payments under contracts with the Client received after the termination of the Agreement.
14.5. NewBiz has the right to change the terms and conditions of the Offer. Such changes will be effective 3 days after the new version of the Offer is posted on the Website.

Individual entrepreneur
Ekaterina Alexandrovna Beretar
State Registration Number: 315774600351050
Tax ID: 575104488380
Payment Details:
Account 40802810602290000388
Joint Stock Company «ALFA-BANK»
Correspondent Account 30101810200000000593
BIC 044525593
e-mail: Ekaterina.Beretar@newbizservice.com
the Offer is available at: https://newbizservice.com/offer