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Contract-offer No. ___ providing services for teaching English

Moscow, _________ ____, 20__.

Limited liability company “Obrazovatelnie tehnologii», founded and acting pursuant to the legislation of Russian Federation, hereinafter referred to as the «Contractor», in the person of Commercial Director Fedor Kutuzov, acting based on the Power of Attorney No.4 dated January 09 st 2018, publishes the present Contract-offer for the providing services for teaching English (hereinafter referred to as "services"), which is an offer contract (proposal) to legal entities (hereinafter referred to as the Customer).

 

Acceptance of the offer

The text of this Agreement is an offer (in accordance with Article 432 of the Civil Code of the Russian Federation).

Acceptance (acceptance) of an offer - payment for services by prepayment in the manner determined by this Contract.

The acceptance by the Customer of this Agreement means that he fully agrees with all the provisions of this Contract.

From the moment of acceptance by the Client, this Contract is considered concluded.

This Contract enters into force from the moment of its conclusion and is valid until the Parties fulfill their obligations thereon, unless otherwise provided by this Contract and the legislation of the Russian Federation.

 

1. SUBJECT-MATTER

1.1. Upon the Customer’s request, the Contractor undertakes to provide him the following services: remote one-on-one English lessons (hereinafter — the Services) for the Customer’s employees (hereinafter – the Students). The Customer binds himself to accept and pay for the Services.

1.2. Term for providing the Services is defined taking into account the number of lessons and training time coordinated between the Parties.

1.3. Providing the Services shall be performed via the Internet using software as may be chosen by the Contractor ensuring voice and video communication via the Internet between the Student and the Contractor in the person of a trainer (hereinafter – the Trainer).

1.4. One lesson shall last 50 (fifty) minutes.

1.5. Reporting period shall make up 1 (one) calendar month / 3 (three) calendar months / the period of study agreed upon in the application (choose the applicable option).

1.6. The list of Students with their contact details as well as the number of lessons and training term for each one shall be coordinated by the Parties through signing a training application upon the form attached as Appendix No. 4 to the present Contract.

 

2. RIGHTS AND LIABILITIES OF THE CONTRACTOR

2.1. The Contractor undertakes:

2.1.1. To teach English individually within the number of lessons agreed between the Parties and paid by the Customer.

2.1.2. Within 5 (five) business days after the end of the reporting period to send the Customer a Services Completion Certificate for signature (hereinafter – the Certificate).

2.2. The Contractor has the right:

2.2.1. To start rendering services after receiving full payment from the Customer of the coordinated number of lessons.

2.2.2. At his own option to use English language textbooks, handbooks, fiction and other materials when rendering services.

2.2.3. To apply for rendering services and training software tools for translation from one language to another.

2.2.4. To reschedule lessons (in case of the Trainer’s illness and/or for some other reason) having notified the Student or the Customer. If the Customer considers the Contractor to reschedule lessons too often, he has the right to address to the Contractor with the requirement to change the Trainer.

2.2.5. To define methods and format of training individually for each Student.

 

3. RIGHTS AND LIABILITIES OF THE CUSTOMER

3.1. The Customer undertakes:

3.1.1. To ensure execution of technical requirements for the Students’ training as agreed in Appendix No. 2. The Customer guarantees that the Students will familiarize with these requirements and meet them. The Contractor shall not bear responsibility in case of impossibility to fulfil his duties under the Contract connected with non-compliance by the Customer or the Student of the indicated requirements.

3.1.2. To pay for the Contractor’s services pursuant to the present Contract and Appendices thereof.

3.1.3. To ensure availability of consents for processing personal data of the Students and transferring the same to the Contractor for the purpose of executing his duties hereto.

3.1.4. To accept the services via signing the Certificate not later than within 5 (five) business days from the moment of receiving from the Contractor and send him one copy of the signed Certificate. In case the Contractor does not receive the signed Certificate or written motivated objections within 10 (ten) business days after sending it to the Customer, the services shall be deemed duly rendered in full and unconditionally accepted by the Customer.

3.1.5. To reschedule and cancel lessons pursuant to the rules established in Appendix No. 3 to the Contract.

3.1.6. The Contractor shall not be responsible for non-rendering services in case of absence or failure of the necessary software, equipment or Internet connection used by the Student.

3.2. The Customer has the right:

3.2.1. To monitor the services rendered under the present Contract not interfering into the Contractor’s activity.

3.2.2. To use in return for a fee other Contractor’s services - essays and other services developed and presented by the Contractor to the Students for the price indicated in the Students’ personal account.

 

4. PRICE AND ORDER OF PAYMENT FOR THE CONTRACTOR’S SERVICES

4.1. Price of the Contractor’s services shall be defined according to the tariffs listed in Appendix No. 1 herewith and fixed via signing a training application in the form attached as Appendix No. 4.

4.2. The Customer shall pay for the Contractor’s services via a bank transfer in dollar to his banking details indicated in this Contract.

4.3. The Contractor has the right to change the tariffs agreed in Appendix No. 1 unilaterally by notifying the Customer not later than within 1 (one) months before new tariffs come into force. From the moment of receiving the Contractor’s notification by the Customer, the same shall become an integral part hereto.

4.4. The Customer shall be considered having fulfilled his obligation of paying for the services from the date of receiving the funds to the Contractor’s settlement account.

4.5. The Contractor's services shall be covered by the Customer upon the terms of 100% prepayment not later than within 3 (three) business days before starting the training. 

 

5. GUARANTEES. LIABILITY OF THE PARTIES

5.1. The Contractor guarantees quality and professional provision of services to the Customer.

5.2. In case of non-fulfillment or unduly performance by the Contractor of his liabilities under this Contract, the Customer has the right to file a claim on returning the monetary funds in the amount equal to the value of non-executed obligations.

5.3. Non-compliance by the Contractor with the terms agreed in the training application if such non-compliance has occurred due to the Customer’s violating the terms of payment for the Contractor’s services shall not be considered infringement.

5.4. The Parties undertake not to disclose confidential information (any data having actual or potential commercial value by virtue of their being unknown to third parties) to any third parties obtained by them in the margin of executing the present Contract. The Parties shall comply with information security and display non-disclosure behavior when storing and using data in such a way as though they have met these conditions concerning their own confidential information using it only for the purpose it has been received.

Providing by one of the Parties such data to the third parties in any form can be performed only with a prior written consent of the other Party excluding the cases stipulated under the acting legislation of the Russian Federation.

A Party having admitted disclosing confidential information or illegal access and/or use of the data by the third parties shall repair damages done to the other Party by this act.

 

6. SUSPENSION, TERMINATION OF THE CONTRACT

6.1. Upon the Customer’s initiative, the Contractor can suspend rendering the Services to the Student preserving reservation of the lessons schedule in case of meeting the following conditions:

6.1.1. duration of such suspension in lessons shall not exceed 21 (twenty-one) calendar day;

6.1.2. suspension in rendering the Services is possible if not less than 60 (sixty) calendar days has passed from the last suspension.

6.2. The Student should tell the Contractor the exact date and time:

— of his last lesson before the suspension;

— of his first lesson after the suspension.

6.3. In case there is a necessity to re-suspend the training, but 60 (sixty) calendar days have not yet passed from the moment of the previous suspension, the Student may suspend the classes by notifying the Contractor 24 (twenty-four) hours in advance before the next lesson, while his training schedule is not preserved and the monetary funds for the unused classes shall remain with the Contractor and used in payment for the lessons following the resumption.

When resuming the classes, the Customer and the Contractor shall define the training schedule again.

6.4. The present Contract can be preliminarily terminated upon an agreement between the Parties as well as in other cases stipulated hereto and the acting legislation of the Russian Federation.

6.5. The Contractor has the right to suspend rendering services upon his own initiative during New Year, Christmas and May holidays having notified the Student or the Contractor in advance by sending e-mail messages or giving a telephone call.

6.6. The Contractor has the right to change the Trainer where there is a cause (his temporary incapacity for work or other circumstances) by notifying the Customer via e-mail or telephone.

6.7. In case of any hindrance in performing conditions hereto, the Customer and the Contractor undertake to inform each other on the same without further delay.

 

7. CONFIDENTIALITY

7.1.    Each Party agrees to consider the text of this Agreement and its Annexes, as well as the whole amount of information, disclosed or not disclosed (explicitly or implicitly ) by Parties to each other at the moment of entering the Agreement and while fulfilling obligations under this Agreement, confidential information (and within the limits of the current legislation – a trade secret) of another Party.

7.2.    The parties agreed that the subject of this Agreement, the fact of its conclusion and the fact of Parties’ cooperation are not considered confidential information and may be used by the Parties with the agreement of one another for marketing and other purposes, if it doesn’t harm the business reputation of the other Party.

7.3.    Each Party is obliged to not disclosing in any way (making available to any other thirds party, except for the situations when third parties have the authority by direct law or when the other Party has provided a written permission to disclose confidential information to third parties) confidential information of the other Party, that the Party got access to at the moment of entering the Agreement or while fulfilling obligations under this Agreement.  This obligation is fulfilled by the Parties within the term of this Agreement.

 

8. PERSONAL DATA

8.1.    The Customer entrusts the Contractor to process the information of individuals – subjects of Personal data (further – ‘Personal data’), including: collection, recording, systematization, accumulation, storage, elaboration (renewal, modification), extraction, use, distribution, granting, depersonalization, transfer, blocking, removal and destruction of Personal data in order to provide services under the Agreement. At the same time, the Customer undertakes to notify the subject of Personal data about the processing of his Personal data by the Contractor or ensure the depersonalization of such Personal data before its disclosure to the Contractor. The Contractor  undertakes to ensure the confidentiality of Personal data received during the provision of the services under this Agreement and security of the Personal data during its processing in accordance with the requirements of current legislation on personal data protection, including provisions of Article 19 of the Federal Law of July 27th 2006 #152-FL “About personal data”.

8.2. The Customer guarantees that he has received all required consent of subjects of Personal data to process their Personal data in accordance with the requirements of current legislation. Upon the written request of the Contractor, the Customer shall provide the first with notarized copies of such consents within the term not exceeding five business days from the moment of receiving such demand.

 

9. ORDER OF NOTIFICATION

9.1. For notifying about rescheduling the classes, it is necessary:

9.1.1. to send a message to the Trainer’s or the Customer’s e-mail depending on who has initiated the rescheduling (a copy to the Contractor — study@skyeng.ru);

9.1.2. or to notify on rescheduling the classes the Contractor’s manager over the telephone indicated on the company’s website in “Contacts” section at the address http://skyeng.ru/page/contacts or via Skype, or leave a voice message.

9.2. Messages in Skype-chat and by phone (except for voice messages) on rescheduling the classes shall be received only during working hours of the Contractor’s managers. The managers’ work schedule is published on the company’s website in “Contacts” section at the address http://skyeng.ru/page/contacts. Skype-chat messages sent at another point of time are considered non-received.

9.3. To notify on increasing the number of lessons, changing their duration or the Trainer, suspending rendering services or withdrawing the contract, the Customer should write the Contractor an e-mail to the following address: study@skyeng.ru , or call the Contractor’s managers.

 

10. SETTLEMENT OF DISPUTES

10.1. Disputes arising during the performance and termination of the present Contract shall be settled by the Parties by negotiation and via sending a claim. The term for answering to a written claim makes up 10 (ten) calendar days.

10.2 If the settlement of disputes on the pre-litigation stage is not possible, the Parties shall forward them to the Moscow Arbitration Court for consideration.

 

11. SUPPLEMENTARY CONDITIONS

11.1. Law and legislation of the Russian Federation shall be applicable law hereto.

11.2 If the settlement of disputes on the pre-litigation stage is not possible, the Parties shall forward them to the Moscow Arbitration Court for consideration.

 

12. SUPPLEMENTARY CONDITIONS

12.1. Law and legislation of the Russian Federation shall be applicable law hereto.

 

DETAILS OF THE CONTRACTOR

LLC “Obrazovatelnie tehnologii»
Actual location address:
109004, Moscow,
st. Alexander Solzhenitsyn 23A, p.1
Legal address: 107014, Moscow, back street Polevoy
the second, 2/3.
Individual taxpayer number 7718125023
Tax registration reason code 771801001
Primary state registration number 1157746283892
40702810902730001139
Bank “Alfa Bank” (Joint-stock company)
Correspondent account 30101810200000000593
Bank Identification Code 044525593
Phone: +7 800 555 25 42, +7 495 108 51 52

CONTRACTOR
____________________/________________/
(seal)