Offer Agreement for the Grant of a Non-Exclusive License for the Computer Program "Mobile Proxy"

This document is a public offer (hereinafter – «Offer»). MOBIROX LLP (hereinafter – «Licensor») offers to grant the right to use the computer program «Mobile Proxy» (hereinafter – «Program») under the terms of a simple (non-exclusive) license.

The full and unconditional acceptance by the Licensee of the terms of this Offer (Acceptance of the Offer) is carried out by performing conclusive actions, such as registration on the Licensor's Website, payment of the license fee, or commencement of Program use.

1. General Provisions and Definitions

1.1. Licensor: MOBIROX LLP, OC450175 (Company number), 7082445091 (TAX ID).

1.2. Licensee: An individual, individual entrepreneur, or legal entity that has accepted the Offer. For individual entrepreneurs and legal entities, this Agreement is not a consumer transaction.

1.3. Computer Program "Mobile Proxy" (Program): A computer program designed for proxying requests on the Internet.

1.4. License (Non-Exclusive License): The right to use the Program by the Licensee under the terms of a simple (non-exclusive) license, without the right to sublicense and without reserving the right for the Licensor to issue licenses to other persons.

1.5. Acceptance of the Offer: Full and unconditional acceptance by the Licensee of the terms of this Agreement by performing conclusive actions, such as registration on the Licensor's Website, payment of the license fee, or commencement of Program use.

1.6. Personal Account: The Licensee's personal section on the Licensor's Website, intended for managing the License, monitoring the balance, and obtaining information, access to which is carried out by login and password.

1.7. Licensor's Website: Domain name mobileproxy.rent.

1.8. Tariff Plan: A set of price conditions and restrictions defining the scope and cost of providing the License.

1.9. Malicious Software: Software intentionally causing violation of the Licensee's rights, including collecting, processing, or transmitting data without consent, or deteriorating equipment/network performance.

1.10. Spam: Telecommunication electronic messages intended for an indefinite circle of persons, delivered without prior consent and not allowing identification of the sender.

2. Subject of the Agreement

2.1. The Licensor grants to the Licensee, and the Licensee accepts under the terms of a simple (non-exclusive) license, the right to use the Computer Program "Mobile Proxy" by providing access to its functionality via a web interface (SaaS model) within the limits established by this Agreement.

2.2. Territory of license validity: worldwide.

2.3. Term of license validity: indefinite, subject to the possibility of termination of the agreement in accordance with Section 8 of this Agreement.

3. Rights and Obligations of the Parties

3.1. Rights of the Licensor:

3.1.1. Receive license fees in the established manner.

3.1.2. Monitor the Licensee's compliance with the terms of use of the Program and this Agreement.

3.1.3. Temporarily suspend or completely terminate the Licensee's access to the Program in case of violation by the Licensee of the terms of the Agreement, including the terms of use of the Program and prohibited actions.

3.1.4. Change the terms of this Agreement, Tariff Plans, and the functionality of the Program unilaterally with prior notification to the Licensee.

3.1.5. Demand compensation for damages caused by unlawful use of the Program or violation of the terms of the Agreement.

3.1.6. Use the Program independently and issue licenses for its use to other persons.

3.2. Obligations of the Licensor:

3.2.1. Provide the Licensee with automatic access to the Program via the Personal Account after Acceptance of the Offer and payment of the license fee.

3.2.2. Ensure the operability of the Program, except for cases of scheduled technical work or force majeure circumstances.

3.2.3. Provide the Licensee with round-the-clock technical support in the chat on the Website.

3.2.4. Provide Program updates as an online service without additional charge.

3.2.5. Notify the Licensee of planned technical work or changes to the terms of the Agreement.

3.3. Rights of the Licensee:

3.3.1. Use the Program within the limits established by this Agreement and the chosen Tariff Plan.

3.3.2. Receive full information about the status of their Personal Account and payments made.

3.3.3. Receive technical support from the Licensor.

3.4. Obligations of the Licensee:

3.4.1. Pay the license fee in a timely manner and in full.

3.4.2. Use the Program exclusively within the granted rights and in strict accordance with the terms of this Agreement.

3.4.3. Not to commit actions directly or indirectly prohibited by this Agreement.

3.4.4. Ensure the confidentiality of their login credentials (login and password) for accessing the Program and Personal Account.

3.4.5. Bear full responsibility for the actions of third parties who have gained access to the Program through their Personal Account or credentials.

4. Terms of Use of the Program and Prohibited Actions

4.1. Permitted uses of the Program:

4.1.1. Access to the Program's functionality via a web interface (SaaS model).

4.1.2. Use of the Program's functionality in accordance with its direct purpose.

4.1.3. Access to the Program via the Licensee's Personal Account.

4.1.4. Use of the Program exclusively for the Licensee's own needs, not related to commercial distribution, resale, or providing access to the Program to third parties, unless otherwise stipulated in a special agreement.

4.2. Prohibited actions:

4.2.1. Violation of intellectual property rights:

* Any use of the Program beyond the scope of the granted license.

* Modification, decompilation, disassembly, reverse engineering of the Program, as well as the creation of derivative works based on it.

* Distribution, sale, sublicensing, transfer of the Program or access to it to third parties without the prior written consent of the Licensor.

* Removal or alteration of any copyright notices, trademarks, or other proprietary rights of the Licensor contained in the Program or its documentation.

4.2.2. Unlawful use of the Program and network abuse:

* Use of the Program for illegal, fraudulent, malicious, or irresponsible activities, including, but not limited to, infringement of third-party rights.

* Distribution of spam, unsolicited bulk email, or malicious software (computer viruses, Trojans, spyware).

* Carrying out or assisting in DDoS attacks, hacking, unauthorized access to any systems, networks, data, equipment, or information.

* Monitoring data or traffic on any network or system without the explicit permission of the owner.

* Use of the Program for phishing, vulnerability scanning, collection of personal data without consent (scraping, harvesting).

* Use of fake headers, IP addresses, or other identifying information for the purpose of deception or impersonation.

* Violation of the Program usage limits defined by the Tariff Plan.

* Use of the Program for automated or continuous processes that generate a high volume of data without user interaction.

* Use of the Program as a dedicated connection for non-mobile, stationary, or corporate purposes, as well as for unauthorized redistribution of network traffic.

* Use of the Program for P2P file sharing or similar high-load applications that significantly affect other users.

* Attempts to probe, scan, or test the vulnerabilities of the Program or the Licensor's infrastructure.

* Use of the Program for purposes contrary to the legislation of the Russian Federation or applicable international law, as well as for any illegal actions on the territory where the equipment on which the "Mobile Proxy" software is installed is located.

4.2.3. Licensee's responsibility for third-party actions: The Licensee bears full responsibility for any actions of persons who have gained access to the Program through their Personal Account or credentials, as if they were their own actions.

5. License Fee and Payment Procedure

5.1. The amount of the license fee is determined in accordance with the Licensor's Tariff Plans, which are published on the Website at https://mobileproxy.space/#tarifs.

5.2. The payment procedure provides for prepayment. Funds are debited from the Licensee's Personal Account as the Program is used.

5.3. The Licensee is obliged to independently monitor their balance and replenish it in a timely manner.

5.4. The Licensor has the right to suspend access to the Program in case of a negative balance of the Licensee.

5.5. The License is provided on a subscription model with tariffs for 1, 7, 30, 90, 365 days. The price depends on the country where access is required. The terms of renewal and price changes are also indicated on the Website at https://mobileproxy.space/#tarifs.

5.6. The terms of recalculation and refund of the unused balance upon termination of the agreement are determined by this Agreement.

5.7. The Licensor reserves the right to change Tariff Plans, terms, and payment deadlines unilaterally.

6. Liability of the Parties

6.1. Limitation of Licensor's liability:

6.1.1. The Licensor is not responsible for the content of information transmitted or received by the Licensee through the Program.

6.1.2. The Licensor is not responsible for any losses (direct or indirect) incurred by the Licensee or third parties as a result of the use or inability to use the Program, including due to failures, errors, interruptions in the Program's operation, except for cases expressly provided for by the legislation of the Russian Federation.

6.1.3. The Licensor is not responsible for damage caused to the Licensee or third parties as a result of unlawful or improper use of the Program by the Licensee.

6.1.4. The Licensor is not responsible for the actions of third parties, including communication operators, payment systems, hosting providers.

6.1.5. The total liability of the Licensor under this Agreement is limited to the amount of the license fee paid by the Licensee for the period in which the losses occurred.

6.2. Licensee's liability:

6.2.1. The Licensee bears full responsibility for any violation of the terms of this Agreement, including unlawful use of the Program.

6.2.2. The Licensee undertakes to compensate the Licensor for all losses (including lost profits) caused as a result of the Licensee's violation of the terms of this Agreement, unlawful use of the Program, as well as as a result of claims or lawsuits from third parties related to the Licensee's actions.

6.2.3. In case of violation by the Licensee of prohibited actions, the Licensor has the right to collect a penalty, the amount of which must be clearly defined in the agreement or in an appendix thereto.

7. Force Majeure

7.1. The Parties are released from liability for non-performance or improper performance of obligations under this Agreement if this is caused by circumstances of insuperable force (force majeure), such as natural disasters, accidents, mass riots, legislative acts prohibiting activities.

7.2. The Party for which force majeure circumstances have arisen is obliged to notify the other Party of the occurrence of such circumstances in течение 10 (ten) calendar days from the moment of their occurrence and take all reasonable efforts to minimize their consequences.

8. Term of the Agreement and Termination Procedure

8.1. The Agreement enters into force from the moment of Acceptance of the Offer by the Licensee (registration on the Website and/or payment) and is concluded for an indefinite period.

8.2. The Agreement retains its legal force even if the details of the parties or the constituent documents of the Licensor change.

8.3. Termination by agreement of the parties: The Agreement may be terminated at any time by mutual written agreement of the Licensor and the Licensee.

8.4. Unilateral termination by the Licensee: The Licensee has the right to unilaterally terminate the agreement at any time by sending the Licensor a written notice not less than 10 (ten) calendar days. In this case, the unused balance of the license fee is subject to return to the Licensee, less the actual expenses incurred by the Licensor.

8.5. Unilateral termination by the Licensor:

8.5.1. In case of violation by the Licensee of the terms of the Agreement, if such violation is not rectified within the established period after receiving written notice from the Licensor.

8.5.2. If the Licensor is technically unable to fulfill its obligations to provide access to the Program (in this case, the unused balance is subject to return to the Licensee).

8.5.3. In case of repeated or gross violations by the Licensee of the terms of use of the Program and prohibited actions, the Licensor has the right to terminate the agreement unilaterally without prior notice and without refund of funds.

9. Dispute Resolution

9.1. All disputes and disagreements arising between the parties in connection with the execution of this Agreement shall be resolved through negotiations.

9.2. If an agreement is not reached, disputes shall be resolved in court at the location of the Licensor.

10. Other Conditions

10.1. Issues not directly regulated by this Agreement are governed by the current legislation of the Russian Federation.

10.2. Exchange of notifications and messages between the parties is carried out at the email addresses specified during the Licensee's registration, and at the official details of the Licensor.