LICENSE AGREEMENT (PUBLIC OFFER)

WITH AUTHORS OF TRAINING PLANS - NATURAL PERSONS

Moscow

Limited Liability Company "Staminity", represented by its General Director Evgeny Yurievich Zakharinsky, acting on the basis of the Charter, offers to any adult and legally capable natural person to conclude this license agreement for granting a non-exclusive right to use the Functionality for publishing and selling training plans of the "Staminity" Program on the following terms:

1. TERMS AND DEFINITIONS

1.1. The following terms and definitions are used in this agreement:

Main Offer – the license agreement (public offer) for the use of the Staminity Program, the text of which is available on the Internet at: https://legal.staminity.com/en/license.html

Agreement – this license agreement, published on the Internet at: https://legal.staminity.com/en/offer-author-individual.html

Licensor – LLC "Staminity", INN 9715304797, KPP 771501001, OGRN 1177746698546, holder of the exclusive rights to the Program.

Licensor's Website (Website) — the website located on the Internet at https://staminity.com

Program – the "Staminity" web application, access to which is provided through the Licensor's Website, as well as the "Staminity" mobile applications for the iOS and Android platforms. The Program is intended to support the training process in cyclic sports and the remote interaction of users during this process. A description of the Program's capabilities is available on the Licensor's Website at https://staminity.com.

Program User (user) – any adult and legally capable natural person, individual entrepreneur or legal entity that has accepted the Main Offer by registering in the Program.

Author of training plans (Plan Author, Author) – a Program user, a natural person, who has concluded this additional Agreement with the Licensor by accepting this offer, located on the Internet at: https://legal.staminity.com/en/offer-author-individual.html.

Buyer – a Program user who acquires the non-exclusive right to use, within the Program, a Training Plan created by an Author of training plans.

Simple non-exclusive license – granting the Licensee the right to use the Program while reserving to the Licensor the right to issue licenses to other persons.

Training plan – a set of training tasks and recommendations of the Plan Author, created in the Program in electronic form, for achieving a specific goal. The Buyer, by acquiring in the Program the right to use a Training Plan from the Plan Author, obtains the ability to use this Training Plan in their own training process.

Purchase of a training plan – the Buyer's acquisition of non-exclusive rights to use, within the Program, a training plan created and published by the Plan Author.

Functionality for publishing and selling training plans – additional functionality of the Program, available to the Plan Author after concluding this Agreement, allowing them to create Training Plans and publish them in the Program's training plans store, as well as to receive remuneration from the use of the Training Plans by Buyers.

Training Plans Store – a section on the Website in which training plans created and published by Plan Authors are placed.

NKO – Non-Bank Credit Organization "MONETA.RU" (limited liability company), banking operations license for funds in rubles and foreign currency No. 3508-K issued by the Bank of Russia on 02.07.2012.

2. PROCEDURE FOR CONCLUDING THE AGREEMENT AND AMENDING ITS TERMS

Conclusion of the agreement

2.1 The text of this license agreement, permanently published on the Internet at https://legal.staminity.com/en/offer-author-individual.html, contains all the essential terms of the Agreement and constitutes the Licensor's offer to conclude the Agreement with the Plan Author on the terms specified in the text of the Agreement.

2.2 The unconditional acceptance by the Author - a natural person - of this agreement, i.e. the full and unconditional acceptance of the terms of the Agreement and all Annexes thereto, is the Registration of the Author as a Seller of training plans by filling out and submitting the registration form of a Seller of training plans.

Amendment of the agreement

2.3. The Licensor has the right at any time to amend this Agreement and all annexes thereto (in whole or in part) unilaterally, without prior agreement with the Plan Author. All amendments take effect after the current version of the Agreement is published on the Internet at: https://legal.staminity.com/en/offer-author-individual.html
2.3.1. The Plan Author undertakes to independently monitor amendments to this Agreement and the annexes thereto by periodically reviewing the current version at least once a month. The Plan Author is solely responsible for any consequences arising from failure to review this Agreement (the annexes thereto).
2.3.2. If the Plan Author disagrees with any provision of the Agreement and (or) the annexes thereto, they must immediately unpublish all published training plans and cease using the Functionality for publishing and selling training plans.

3. SUBJECT OF THE AGREEMENT

3.1. The Licensor grants the Plan Author a simple non-exclusive license to use the Functionality for publishing and selling training plans for its intended purpose, as provided by the explicit user functions of the Program, and the Plan Author undertakes to pay the Licensor remuneration for the granted right in the amount, in the manner and within the time limits determined by the Agreement.

3.2. The license specified in clause 3.1 of the Agreement is granted to the Plan Author for the entire term of the Agreement and within the territory in which the Functionality for publishing and selling training plans remains available to the Plan Author.

4. REGISTRATION AS A SELLER OF TRAINING PLANS

4.1. To use the Functionality for publishing and selling training plans, the Plan Author - a natural person - must complete the procedure of Registration as a seller of training plans (hereinafter - Registration). To register, the Plan Author must:

4.1.1 Set the "I want to publish training plans" flag in the Program Settings.

4.1.2. Fill out the "Training Plans Seller Profile" as a natural person. To do this:

  • Set the flag indicating that the Plan Author is a natural person;
  • Specify the country of residence, confirming that the Plan Author is a resident of the Russian Federation;
  • Verify that the Surname and First Name of the Plan Author are correct;
  • Specify the E-mail and phone number;

4.1.3. Set the flag accepting the terms of this agreement in the "Training Plans Seller Profile".

4.1.4 Complete the registration by saving the entered information

4.2 Registration is deemed completed, and the Agreement is deemed concluded, from the moment the Author saves the completed "Training Plans Seller Profile" with the flag of agreement with the terms of the Agreement set.

4.3. The Plan Author guarantees that the data specified during Registration is current and accurate and does not relate to third parties.

4.6. The Author guarantees that they have reached the age of 18 at the time of Registration.

4.7. The Author guarantees that they act on their own behalf, on behalf of a natural person.

5. TERMS OF PUBLICATION AND SALE OF TRAINING PLANS

General terms:

5.1. Within the framework of the Simple non-exclusive license, the Author of training plans has the right to use the Functionality for publishing and selling training plans of the Program in the following ways:

5.1.1 create training plans, create and edit their descriptions;

5.1.2 set the cost of using a training plan for Buyers;

5.1.3 publish training plans in the Program's Training Plans Store and unpublish them;

5.1.4 receive information on the results of Buyers' acquisition of the rights to use the Author's training plans;

5.1.5 issue instructions to withdraw to their bank card the funds received from Buyers, less the amount of the Licensor's remuneration.

5.1.6 perform other actions provided for by the Functionality for publishing training plans.

Publication of training plans:

5.2. In the training plans published by the Author in the training plans store, it is prohibited to use (place) materials containing:

5.2.1 obscene or abusive words or phrases, pornographic images and texts, scenes of a sexual nature, including those involving minors;
5.2.2 threats, calls for violence and the commission of unlawful acts, violation of the law;
5.2.3 elements of violence, cruelty, racial, interethnic or interreligious hatred, as well as links to such materials;
5.2.4 Nazi paraphernalia or symbols;
5.2.5 propaganda of criminal activity, guides on committing unlawful acts;
5.2.6 material containing threats that discredits, insults, defames the honor and dignity or business reputation, or violates the privacy of other Users or third parties;
5.2.7 other materials that violate the current legislation of the Russian Federation.

5.3. The Author of training plans guarantees that they hold the rights to any materials and information used in the preparation of the training plan.

5.4. The Author of training plans undertakes to use current and accurate information in the description of the training plan, when specifying any characteristics of the training plan that affect Buyers' decision to purchase the training plan.

Sale of training plans:

5.5. The cost of the rights to use a training plan for Buyers is determined by the Author independently when preparing the plan for publication. For paid training plans, the cost must be at least 300 RUB and no more than 10,000 RUB. The cost of the training plan, determined by the Author, includes the Licensor's remuneration.

5.6. The amount of the Licensor's remuneration is set out in Annex 1 to this Agreement. It takes into account the TARIFFS of NKO "MONETA" (LLC) charged to the Recipients of payments of the Trading Platform of LLC "Staminity" https://staminity.com in accordance with the concluded agreements on transfers without opening accounts in the MONETA.RU System and on carrying out information-technological interaction: https://www.moneta.ru/info/d/ru/public/users/nko/staminity.pdf

5.7. Training plans published by the Author are placed in the Program's training plans store, where Buyers can find and purchase them.

5.8. Information about sales of the rights to use training plans to Buyers is displayed in the Plan Author's Personal Account. The Personal Account shows the amount of sold training plans less the Licensor's remuneration.

5.9. Settlements between the Author and the Buyer are carried out using the NKO. The Licensor ensures the information-technical interaction of Buyers, Authors and the NKO. The relationship between the Licensor and the NKO is governed by a separate agreement.

Withdrawal of funds received from the sale of the rights to use training plans:

5.10. Withdrawal of funds received by the Author from the sale to Buyers of the rights to use training plans is carried out:

  • In rubles - to bank cards of the Visa, MasterCard, MIR payment systems issued by banks of the Russian Federation.
  • In other currencies - withdrawal is currently not possible.

5.11. Bank cards are linked by the Plan Author in the Personal Account. The Licensor does not store or process the Plan Author's bank card data; the NKO is responsible for data processing.

5.12. By linking a bank card, the Plan Author agrees to the terms of the Agreement on the terms and procedure for the provision by NKO "MONETA" (LLC) of services for servicing bank cards of natural persons issued by third-party credit organizations and other means of payment using the Internet resource of NKO "MONETA" (LLC) https://www.moneta.ru/info/d/ru/public/users/nko/cardsserviceoffer.pdf

5.13. When linking a card, in order to verify the validity of the card details, an amount within 1 ruble (from 0.01 ruble to 0.99 ruble) is debited from it. This amount is not returned to the card.

5.14. An additional commission may be charged for the withdrawal of funds received by the Author from the sale of the rights to use training plans by Buyers if the withdrawal amount is less than the interest-free withdrawal limit. The amount of the interest-free limit and the amount of the additional commission are set out in Annex 1 to this Agreement.

5.15. To withdraw funds, the Plan Author issues an instruction to withdraw funds in the Personal Account by clicking the "Withdraw" button and confirming the terms of withdrawal. The withdrawal instruction is reviewed by the Licensor within 3 business days. The Plan Author is informed of the status of the review of the request through notifications in the Personal Account in the service.

5.16. After the Licensor approves the withdrawal instruction, a transfer is made to the Plan Author's "default" bank card. The amount credited to the Plan Author's card equals the withdrawal amount less the withdrawal commission (in accordance with Annex No. 1)

Refund to the Buyer:

5.17. In the event of claims from the Buyer of a training plan, the Licensor may decide on the need to refund the funds to the Buyer.

5.18. The grounds for refunding to the Buyer of a training plan the funds paid by them for the right to use the Training Plan may be one of the following conditions:

  • Non-compliance of the training tasks in the Plan with the description and characteristics of the Plan;
  • Violation by the Plan Author of this Agreement, the Main Offer, the Agreement between the Plan Author and the Plan Buyer, the Rules of use of the service.

5.18. Upon a refund of funds, an additional refund commission is charged from the Plan Author. The amount of the commission is set out in Annex No. 1.

6. RIGHTS AND OBLIGATIONS OF THE PARTIES

6.1. The Author of training plans is obliged to:

6.1.1 use the Functionality for publishing and selling training plans within the limits provided for by Section 5 of this Agreement;

6.1.2 pay the Licensor a license fee calculated in accordance with Annex 1 to this Agreement;

6.1.3 provide accurate information in the description of the Training Plan and other characteristics of the Training Plan

6.2. The Author of training plans has the right to:

6.2.1 receive access to the Functionality for publishing and selling training plans in accordance with the terms of this Agreement

6.2.2 receive remuneration from the sale of training plans to Buyers.

6.3. The Licensor has the right to:
6.3.1 unilaterally terminate the Agreement and (or) block the Author of training plans' access to the Functionality for publishing and selling training plans and (or) remove the Author's training plan from publication and prohibit its subsequent publication in the training plans store in cases of violation by the Author of training plans of the Law and (or) the terms of the Agreement (the annexes thereto) and (or) in the event of receipt of complaints from Buyers or Users of the Website and/or Program. The Licensor is not liable for losses (damage) incurred by the Author of training plans in connection with the termination of the Agreement and (or) blocking. The Licensor is not obliged to inform the Author of training plans of the reasons for terminating the Agreement and (or) blocking, and (or) removing training plans from publication in the store;

6.3.2 carry out preventive maintenance on the server, for which purpose temporarily suspend access to the Program. The Licensor notifies the Licensee of preventive maintenance by means of a notice in the Program or by e-mail distribution;
6.3.3 use the name of the Plan Author, as well as their trademarks (service marks) and logos of the Plan Author for the purposes of advertising the training plans store and advertising the Plan Author's training plans.

7. LICENSE FEE. SETTLEMENTS

7.1. The amount of the license fee for the use of the Functionality for publishing and selling training plans is set out in Annex No. 1 to this Agreement.

7.2. The license fee for the sale of plans is charged from each purchase of a training plan at the moment of purchase. The Plan Author's Personal Account shows the amount of sold training plans less the Licensor's remuneration. The Plan Author's payment obligation is deemed fulfilled at the moment the funds are credited to the Licensor's transit account with the NKO.

7.3 The additional commission for the withdrawal of funds, in the event of withdrawing an amount less than the interest-free withdrawal limit, is charged at the moment the Licensor approves the withdrawal instruction. The Plan Author's obligation to pay the additional commission is deemed fulfilled at the moment the funds are credited to the Plan Author's bank card.

7.4 The commission for refunding funds to the Buyer of training plans is charged at the moment the Licensor issues an instruction to the NKO to refund the funds to the Buyer. The commission reduces the Plan Author's balance in the Program.

7.5. The Parties have established that an Act of granting the Simple non-exclusive license is not drawn up.

8. DISCLAIMER OF WARRANTIES AND LIABILITY

8.1. The Program as a whole, including the Functionality for publishing and selling training plans, as well as the information and materials available on the Website, are provided "as is" and without any warranties.

8.2. The Licensor, its employees, representatives and partners hereby disclaim all warranties regarding the Program as a whole, including the Functionality for publishing and selling training plans, the information and materials of the Website, including all implied warranties and conditions of merchantability and fitness for a particular purpose.

The Licensor, its employees, representatives and partners do not guarantee the following:

  • the conformity of the Functionality for publishing and selling training plans to any particular requirements and expectations of the Author,
  • the uninterrupted operation of the Functionality for publishing and selling training plans;
  • the accuracy or reliability of the results that may be obtained from the use of the Functionality for publishing and selling training plans;
  • the conformity of the quality of products, services, information and other materials acquired or received by the Licensee through the Website or Program to their expectations;
  • the correction of any errors on the Website or in the Program, including the Functionality for publishing and selling training plans

8.3. The Plan Author agrees that under no circumstances shall the Licensor, its employees, representatives and partners be liable to them or to third parties for any direct, indirect, punitive, incidental, special or consequential damage caused by or in any way arising from:

  • a) the Licensee's use of the Website, the Program, as well as the Functionality for publishing and selling training plans, whether for its intended purpose or not,
  • b) the Licensee's business relations with third parties that generate recommendations through the Website or Program,
  • c) delay or the impossibility for the Licensee to use the website,
  • d) any information, software, products, services or materials received through the Website or Program, on the basis of contract, violation of legal rights, unconditional obligation, etc.,

8.4 If the Plan Author has grounds for recovering compensation from the Licensor, notwithstanding the above disclaimer of warranties, the Plan Author may recover compensation only for direct losses in an amount not exceeding 500 (five hundred) rubles. The Plan Author may not recover any other losses, including indirect, special, consequential or incidental losses, as well as losses in connection with lost profits.

8.4.1. This limitation applies to:

  • (a) any matters related to the software, its availability, the services and content of third-party websites (including code), as well as their applications;
  • (b) claims related to breach of contract, warranty or an essential condition, strict liability, negligence or another tort, as well as any other claims, to the extent permitted by applicable law.

8.4.2. This limitation applies even if the Licensor was or should have been aware of the possibility of such losses. The above limitation or exclusion may not apply to you if the legislation of your region, republic, territory, district or country does not permit the exclusion or limitation of liability for incidental, consequential or other damages.

9. TERM OF THE AGREEMENT, PROCEDURE FOR TERMINATION

9.1. This Agreement enters into force from the date of acceptance and is valid until terminated by the Parties.

9.2. This Agreement is an offer, and by virtue of the current civil legislation of the Russian Federation, the Licensor has the right to withdraw the offer in accordance with Article 436 of the Civil Code of the Russian Federation. In the event of withdrawal of this Agreement by the Licensor during its term, this Agreement is deemed terminated from the moment of withdrawal. Withdrawal is carried out by posting the relevant information on the website https://staminity.com

9.3. This Agreement may be terminated early:

9.3.1 by mutual agreement of the Licensor and the Plan Author.
9.3.2 at the initiative of the Licensor unilaterally.

10. MISCELLANEOUS

10.1. The effect of the Simple non-exclusive license under the Agreement extends to all subsequent updates / new versions of the Program.

10.2. By accepting the terms of this Agreement, the Plan Author confirms that they have legal grounds for processing the information belonging to them using the Program.

10.3. All matters not regulated by this Agreement are subject to resolution in accordance with the Law.

11. LICENSOR'S ARBITRATION

11.1. The Plan Author or Internet users who have complaints about the actions of a specific Plan Author have the right to contact the Licensor.

11.2. The complaint must be sent to the Licensor at the email address support@staminity.com, or submitted as a request on the Support Portal, available at support.staminity.com with the subject "Complaint against user ...", attaching documents confirming the complaint (claim).

11.3. Based on the results of the review of the claim/complaint, the Licensor has the right to establish the fact of violation of this Agreement and (or) the Law and block access to the Website and Program of the Plan Author against whom the complaint was received.

11.4. The Licensor's decision on the complaint is final.

12. DETAILS OF THE PARTIES

Licensor
Limited Liability Company "Staminity"
Moscow
INN/KPP 9715304797/771501001
OGRN 1177746698546
website: https://staminity.com
e-mail for general inquiries: mail@staminity.com questions and help with the Program: support@staminity.com

ANNEX 1. TARIFFS

AMOUNT OF THE LICENSOR'S REMUNERATION FOR THE PLAN AUTHOR'S USE OF THE FUNCTIONALITY FOR PUBLISHING AND SELLING TRAINING PLANS

  • Commission from each purchase of a training plan - 30% of the plan cost set by the Author

  • Commission for withdrawing funds to the Author's card/settlement account:

    • For a withdrawal amount of 3000 rubles and more - free.
    • For a withdrawal amount of up to 3000 rubles - 1.5% of the withdrawal amount, minimum 60 rubles;

  • Commission for refunding funds to the Buyer:

    • Commission for each refund of funds - 5% of the plan cost set by the Author

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