PUBLIC OFFER “SUBTER” LLC SUBTER.COM
(OFFER BY “SUBTER” LLC ON THE CONCLUSION OF A DISTANCE RETAIL SALES AGREEMENT)
“SUBTER” LLC, the entity of www.subterranei.ru website (hereinafter referred to as the Seller), discloses this agreement to be a public offer agreement (hereinafter referred to as the Agreement) with individuals (hereinafter referred to as the Buyer). In case of offer acceptance, the Buyer is considered to have entered into a retail sales agreement with SUBTERRANEI.RU on the following terms as stated in the document.
Terms and Definitions
1.1. Distance selling is a form of trade carried out on the basis of the Buyer's familiarization with the description of the Goods provided by the Seller, presented on the Seller’s website, brochures, booklets, in photographic material or provided by media communication means (TV and radio advertising, TV shopping, mail service, online marketplace and other means of communication) or in other ways that exclude an opportunity for the Buyer to have direct acquaintance with the Goods or samples of the Goods prior to making payment for the said goods.
1.2. Seller’s website is an online resource, located at www.subterranei.ru. It is designed to provide the Buyer with the information necessary to make a purchase via the Internet, including the range of sold Goods, prices of the Goods, information about the Seller, as well as the methods and conditions of payment and delivery, the agreement to receive messages from the Buyer via the Internet about the intention to purchase the Goods and to ensure the possibility of Delivery of the Goods by the Seller or his contractor at the address indicated by the Buyer, or to the pick-up point.
1.3 The Goods mean exclusive designer items.
The Order means one or more items of Goods purchased by the Buyer at a time.
1.4 The Delivery means the process of transporting the paid Goods from the Seller to the Buyer.
1.5 The Transportation provider means a legal entity or sole proprietor providing delivery services.
The object of the Offer Agreement
2.1. The Seller agrees and undertakes to transfer ownership of the Goods paid by the Buyer, and the Buyer agrees and undertakes to pay and accept the Goods ordered on the Seller’s website.
Conclusion of the Agreement
3.1. The text of the Agreement is a public offer (in accordance with Article 435 and Article 437, Part 2 of the Civil Code of the Russian Federation).
3.2. The matter of placing and paying an order of the Goods from the Seller, both independently and through an operator, means unconditional acceptance of the Agreement, in which the Buyer enters a contractual relationship with the Seller.
3.3. The Buyer performs the ordering of the Goods on the Seller’s website via an e-mail specified in the “Contacts” section or by further processing his/hers shopping cart.
Termination of the Agreement
4.1. The Agreement shall only be terminated upon full compliance by the Parties with their obligations hereunder.
Price of the Goods
5.1. Prices on the website of the Seller are indicated in Russian Rubles per unit of the Goods.
5.2. The cost of the delivery is not included in the price of the Goods.
5.3. The Seller reserves the right to change the price of the Goods at any time and at his own discretion before the Buyer completes the Order formation. In this case, the completion of the Order means the moment the Seller has received an e-mail containing the information on the quantity and name of the Goods, as well as other data necessary for the Seller to ensure the fulfillment of its obligations to the Buyer under the Agreement (the Goods must be paid before the letter is received).
Payment for the Goods
6.1. All payments are made on a non-cash basis using electronic payment systems (hereinafter referred to as EPS).
6.2. The Buyer’s obligation to pay the price of the Goods is considered fulfilled from the moment the prepayment in the amount of 100% (one hundred percent) is delivered to the digital wallet of the Seller.
6.3. The Seller has the right, without the Buyer’s prior agreement and free of the Buyer’s charge, to add advertising materials to the Order (business cards, booklets, leaflets, etc.) without changing the characteristics of the Goods. A possible cost increase of subsequent Delivery (if any) due to an increase in the size and/or weight of the Order is paid by the Seller.
Delivery of the Goods
7.1. Delivery of the Goods to the Buyer is carried out by a third-party Transportation provider. The Seller chooses the Transportation provider at his own discretion.
7.2. The Seller agrees and undertakes to notify the Buyer about the method of Delivery of the Goods by disclosing the information on the Seller’s website before conducting the Agreement.
7.3. The Seller has the right to demand compensation from the Buyer of additional fees associated with Delivery of the Goods to remote regions of the Russian Federation. In case of the Buyer refuses to pay for the additional fees associated with the Delivery, the Seller reserves the right to terminate the Agreement unilaterally, returning the value of the Goods to the Buyer without any deductions.
Warranty for the Goods
8.1. The product is not subject to mandatory certification.
Rights and Obligations of the Parties
9.1. The seller is obliged:
9.1.1. prior to the conclusion of the Agreement, to provide the Buyer with information on the basic consumer properties of the Goods, on the price and conditions of purchasing, on the payment procedure, as well as on the period of validity of the proposal for the conclusion of the Agreement;
9.1.2. not to disclose any personal information of the Buyer and not to provide access to this information to third parties, except as otherwise provided by the legislation of the Russian Federation;
9.1.3. to provide the Buyer with free consultations by the e-mail address published on the Seller’s website, as well as through the feedback form provided on the website. The scope of consultations is limited to specific issues related to the exercise of rights and the fulfillment of mutual obligations of the Seller and the Buyer under the Agreement. Providing or not providing advice on other issues is carried out at the Seller’s discretion;
9.1.4. The Seller reserves the right to amend the Agreement unilaterally until its conclusion.
9.2. The Buyer is obliged:
9.2.1. to get acquainted with the content of the Agreement on the Seller’s website before conclusion of the Agreement;
9.2.2. to provide reliable information about himself/herself (full name, contact phone number(s), e-mail address, a delivery address for the Goods to be transported to) and the details necessary for the Seller to fulfill the obligations under the Agreement;
9.2.3. to pay the Goods within the terms specified in the Agreement;
9.2.4. not to use the Goods for commercial purposes, unless otherwise agreed with the Seller.
Liability of the Parties and Dispute Settlement Procedure
10.1. The parties are responsible for failure of performance or improper performance of the Agreement as prescribed hereby and the current legislation of the Russian Federation.
10.2. The Seller is responsible for storing of the paid Goods until they are transferred to the Transportation provider.
10.3. The Seller disclaims liability for the Buyer’s expectations about the consumer properties of the Goods not being met.
The Seller disclaims liability for the Buyer’s failure to fulfill his/her obligation to accept the purchased Goods.
10.5. When placing an Order, the Buyer is liable for the accuracy of the personal information provided and confirms that he/she has acknowledged and agreed to the terms of the Agreement.
10.6. The Buyer is liable for failure to comply with clauses 10.2–10.6 of the Agreement, including, but not limited to, undertaking compensation for the Seller’s lost profits in full.
10.7. In case any dispute or disagreement arises out of or relating to this Agreement or the breach thereof, the parties hereto shall use their best efforts to settle such dispute or disagreement by negotiation. If it is impossible to eliminate the dispute or disagreement them, the Parties have the right to go through the courts to protect their interests.
Returns and Exchanges of the Goods of Proper Quality
11.1. The Buyer’s requirement for return or exchange of the Goods is subject to the Seller’s satisfaction if the Goods were not in use, their consumer properties were preserved, the original packaging was undamaged, and the receipts confirming the purchase of the Goods on the Seller’s website were kept intact.
11.2. The term for such a requirement is 14 (fourteen) days from the date of the Goods transfer to the Buyer, or at any time before the Goods are transferred to the Buyer.
11.3. The Seller undertakes the responsibility of returning the online purchase amount under the Agreement to the Buyer, excluding the delivery costs, upon the Buyer returning the Goods in proper condition.
11.4. The return delivery of the Goods to the Seller is carried out by the Buyer independently and at his/her own expense.
11.5. If it is not possible to fulfill the requirements specified in clause 11.4, the Buyer makes a direct compensation to the Seller for transportation costs incurred in connection with the organization of the Goods exchange or return.
11.6. When the Buyer uses the services of FSUE Russian Post to return the Goods to the Seller, sending the Goods by cash on delivery is not allowed.
11.7. Buyer’s inflated expectations regarding the consumer properties of the Goods cannot be considered a basis for recognizing the Goods as being of improper quality and subject to return or exchange.
11.8. Individualized functional digital Goods explicitly created for a particular computer of the Buyer using the Licensing System are not subject to return or exchange.
Return and Exchange of Inadequate Quality Goods
12.1. The Seller bears all additional costs associated with the return or exchange of Goods of inadequate quality.
13.1. The Parties shall be released from liability of failure to perform, or improper performance of the Parties’ obligations, hereunder for the duration of the force majeure. Force majeure means extraordinary and insurmountable circumstances, conditions that prevent the Parties from fulfilling their obligations under the Agreement. Force Majeure includes natural phenomena (earthquakes, floods, etc.), social unrest (acts of war, states of emergency, strikes, epidemics, etc.), and prohibitive measures by public authorities (embargo on traffic, currency restrictions, international trade ban sanctions, etc.). During this time, the Parties have no mutual claims, and each Party shall assume its risk of the consequences of force majeure.
The Seller collects and processes the Buyer’s personal data to:
fulfill the terms of the Agreement;
personalize the Goods transferred to the Buyer (including electronic documents of any format) by entering the name, phone number, and e-mail of the Buyer.
The performance or non-performance of this action is left to the Seller’s discretion.
14.2. By ordering the Goods on the Seller’s website, the Buyer gives consent to the collection and processing of personal data to fulfill the terms of the Agreement.
14.3. When collecting and processing the Buyer’s personal data, the Seller does not pursue other goals than those specified by clause 14.1 of the Agreement.
14.4. Access to Buyer’s personal data is limited to person(s) directly involved in the execution of Orders.
Registered address: 119034, RUSSIA, MOSCOW, MUNICIPAL DISTRICT KHAMOVNIKI., MOLOLCHNY PER., D. 1, FLOOR 1 4,
Primary State Registration Number (OGRN) 1227700008898
Taxpayer Identification Number (INN) / Foreign Company Code (KIO) 9704112483
Tax Registration Reason Code (KPP) 770401001
Account No. 40702810538000289015
Bank Name "SBERBANK" PJSC
Bank Address MOSCOW
Bank Identification Code (BIC) 044525225
Correspondent Account No. 30101810400000000225