OFFER AGREEMENT #____
ON PROVISION OF SYNERGY CLUB SERVICES
Kyiv

An individual entrepreneur, OLIEINIKOVA SVITLANA YURIIVNA, acting on the basis of an entry in the Unified State Register of Legal Entities, Individual Entrepreneurs and Public Organizations No. 2000650010005037473 dated 16.05.2023, (hereinafter referred to as the "Executor"), from one Party, and any natural person with full legal capacity who has accepted (accepted) this proposal to enter into a contract (offer) and by his actions has shown the intention to join this Contract (hereinafter referred to as the "Customer") from another Party, hereinafter collectively referred to as the Parties , and each separately - the Party, concluded this Agreement on the offer of online training services (hereinafter referred to as - the Agreement) on the following:

1 GENERAL PROVISIONS
1.1. This Agreement is concluded by providing full and unconditional consent (acceptance) of the Customer to conclude the Agreement in its entirety, without signing a written copy of the Agreement by the Parties.
1.2. The contract is a contract of accession with all the consequences defined by Art. 634, 641, 642 of the Civil Code of Ukraine.
1.3. The contract is considered concluded (the offer is considered accepted) from the moment of payment by the Customer or another person in the interests of the Customer of the full cost of the Contractor's services.
1.4. By accepting this Agreement, the Customer confirms the fact of familiarization, agreement and acceptance of all the terms of this Agreement as a whole (in full without exceptions).

2 SUBJECT OF THE AGREEMENT
2.1. The subject of this Agreement is the provision by the Contractor of educational, training, and informational services to the Customer, for the construction of systematic fundraising activities in business and projects placed on the SendPulse and/or Telegram platform under the conditions specified in the Agreement (hereinafter - Services).

3 CONTRACT CONCLUSION PROCEDURE

3.1. The contract is concluded between the Provider of educational services and the Customer of services in the form of an accession contract (Article 634 of the CCU).
3.1. Acceptance of the terms of the Agreement means full and unconditional acceptance by the Customer of all the terms of the Agreement, without any exceptions and/or limitations, and is equivalent to the conclusion of a bilateral written Agreement on the provision of educational services in accordance with the selected list of educational services.
3.2. The customer of services accepts the Agreement after familiarizing himself with its terms and conditions, which are set out in a publicly accessible place of the Contractor, through automatic payment in full by the Customer or another person, in the interests of the Customer, of the Contractor's services.
3.3. The payment of services indicates the implementation of a monthly subscription and acquisition of membership in Synergy Club.[a]At least 2 days before the end of the subscription, the customer will receive a notification about the end of the monthly subscription with an offer to extend it for the same period at a cost of 30 (thirty) euros or to cancel the subscription.
3.4. The conclusion of the Agreement means that the Customer of services:

to the extent necessary for him, familiarized himself with the functioning and rules of providing educational services;

accepts all the terms of the specified Agreement without comments and undertakes to comply with x.

4 RIGHTS AND OBLIGATIONS OF THE PARTIES
4.1. The executor is obliged to:
4.1.1. Provide the Customer with access to educational materials, in accordance with the terms of this Agreement, subject to payment by the Customer of the cost of the Contractor's services, in accordance with this Agreement;
4.1.2. At its discretion, provide the Customer with educational and informational online materials (video, text, etc.) during training;
4.1.3. Provide the Customer, through gamification, the opportunity to earn points that will be transferred into funds. The funds will be used as a discount on other SYNERGY ACADEMY products. Points will be calculated at the end of each calendar month of the current subscription. If the client continues the subscription, the points are added up.
4.1.4. The discount does not apply to participation in the club.
4.1.5. Joining a colleague/partner/employee/friend/relative requires a separate payment in full for such membership (the rules of confidential information that the club member will receive are preserved).
4.2. The executor has the right to:
4.2.1. Cancel the provision of services to the Customer in case of violation of the order or terms of payment provided for in this Agreement;
4.2.2. At your own discretion, choose the program, methods and techniques of training in courses that do not contradict this Agreement;
4.2.3. Approve and demand adherence to brand values: Develop, act, get results. The customer is obliged to:
4.2.4. Pay the Contractor's services on time and in full;
4.2.5. Demonstrate mutual respect for the Parties to the Agreement and respect for the values ​​of the SYNERGY CLUB brand;
4.2.6. Attend all events;
4.2.7. Each member of the Synergy Club confirms his awareness, understanding and consent to the terms of the Agreement regarding the non-return of the payment made for membership in the Synergy Club;[b]
4.3. The customer has the right to:
4.3.1. Use services in accordance with the terms of this Agreement;
4.3.2. To require the Contractor to fulfill the requirements of this Agreement;
4.3.3. Learn more about how to build fundraising activities and win grants in various formats;
4.3.4. Keep your finger on the pulse of grant activity and novelties of the world of donor funds;
4.3.5. Accumulate points and exchange them for funds to purchase Synergy Academy educational products;
4.3.6. Find a quality network with those who, like you, create and develop projects, attract grant funds;
4.3.7. Find a business partner or a new team member;
4.3.8. Find a job that will provide great opportunities and development.

5 COST OF SERVICES AND CALCULATION PROCEDURE
5.1. The cost of the Contractor's services is 30 (thirty) Euros per calendar month of service provision, according to the NBU exchange rate on the day of payment for the services provided under this Agreement.
5.2. The cost of services does not include the commission of banks and payment systems, which is charged at the time of payment.
5.3. Payment for services is made by the Customer or another person, in the national currency of Ukraine, in non-cash form by transferring funds to the Contractor's account specified in this Agreement.
5.4. The date of payment for services is the date of crediting of funds to the Contractor's account.
5.5. During payment, the Customer indicates in the payment order: P.I.B. and the name of the project "Synergy Club".
5.6. In case of non-fulfillment of the terms of the Agreement or refusal of its fulfillment by the Customer, the Contractor shall not return the paid funds, since access to the training materials has already been granted.[c]
5.7. Synergy Club membership fee is non-refundable and non-refundable, including in cases of non-use of the club's services and resources by the member at his initiative and at his will.[d]

6 COPYRIGHT AND RELATED RIGHTS
6.1. All copyright and related rights to recordings of online classes, educational and informational online materials (video, audio, text, etc.) that became known to the Customer during the course training belong to the Contractor. The customer has the right to use them only for personal purposes, in accordance with and on the basis of Articles 6, 9.11, 31 of the Law of Ukraine "On Copyright and Related Rights" dated 04/15/2023, as amended.
6.2. The Customer has no right, without the written consent of the Contractor, to transfer access to the received recordings of online classes, educational and informational online materials to third parties, publish, publicly reproduce in any way and in any form, repeat, copy, as well as use in commercial purposes, without violating the provisions of Articles 54, 55 and 56 of the Law of Ukraine "On Copyright and Related Rights" dated April 15, 2023, as amended.

7 LIABILITY OF THE PARTIES. COMPENSATIONS
7.1. The Parties are responsible for non-fulfillment and/or improper fulfillment of the terms of this Agreement in accordance with current legislation and this Agreement.
7.2. The Contractor is not responsible for non-compliance of online classes and/or educational and informational online materials with the Customer's expectations based on his subjective assessment.
7.3. The Contractor is not responsible if the Customer was unable to use the services due to reasons beyond the control of the Contractor (the Customer’s lack of appropriate software, its malfunction or the presence of other technical limitations, lack of or limited access to the Internet, refusal to participate in online classes for reasons independent of the Performer, etc.). In this case, the paid cost of the services is not returned, but is compensated by the opportunity to receive a video recording of this lesson.
7.4. In the event that the Customer transfers any educational or informational online materials (video, audio, text, etc.), recordings of online classes and other data received by him under this Agreement to third parties without the written consent of the Contractor, including for commercial purposes, the Contractor shall the right to terminate the Customer's access to training materials and to demand compensation for damages caused by the Customer.

8 PERSONAL DATA PROCESSING
8.1. By accepting this Agreement, the Customer, in accordance with the Law of Ukraine
"On the protection of personal data", gives the Contractor his irrevocable consent to the processing of the Customer's personal data, and also gives his consent to the transfer of such data to third parties for the purpose of fulfilling this Agreement.

9 CIRCUMSTANCES OF FORCE MAJEURE (FORCE MAJEURE)
9.1. The Parties are released from responsibility for full or partial non-fulfillment of their obligations under this Agreement, if such non-fulfillment was the result of force majeure circumstances that arose after the conclusion of this Agreement and which the Parties could neither foresee nor prevent with reasonable measures.
9.2. Force majeure circumstances (circumstances of force majeure) under this Agreement are extraordinary and unavoidable circumstances that objectively make it impossible to fulfill the obligations provided for in the terms of the Agreement, obligations in accordance with legislative and other regulatory acts, namely: threat of war, armed conflict or serious threat of such conflict, including but not limited to hostile attacks, blockades, military embargoes, acts of a foreign enemy, general military mobilization, hostilities, declared and undeclared war, acts of a public enemy, disturbances, acts of terrorism, sabotage, piracy, riots, invasion, blockade, revolution, mutiny, uprising, mass riots, introduction of curfew, quarantine established by the Cabinet of Ministers of Ukraine, expropriation, forced seizure, seizure of enterprises, requisition, public demonstration, blockade, strike, accident, illegal actions of third parties, fire, explosion, long interruptions in the operation of transport, regulated by the terms of relevant decisions and acts of state authorities, closure of sea straits, embargoes, prohibition (restriction) of export/import, etc., as well as caused by exceptional weather conditions and natural disasters, namely: epidemic, strong storm , cyclone, hurricane, tornado, storm, flood, accumulation of snow, ice, hail, frost, freezing of the sea, straits, ports, passes, earthquake, lightning, fire, drought, subsidence and landslide, other natural disasters; other events in the host country or region that pose a threat to the life, health and personal safety of people that are beyond the control of the Parties, etc.
9.3. The party for which it is impossible to fulfill the obligations assumed due to force majeure (circumstances of force majeure) must immediately, using any available means, notify the other party of such circumstances in the shortest possible time: about the time of occurrence, the possible duration and probable date of termination of these circumstances.
9.4. In the event of force majeure (force majeure circumstances), the obligations under this Agreement are postponed for the duration of such circumstances.
9.5. The presence and duration of force majeure circumstances (circumstances of force majeure) must be confirmed by a certificate issued by the Chamber of Commerce and Industry of Ukraine.

10 OTHER TERMS
10.1. The Contractor reserves the right to make changes to the terms of this Agreement. In case of amendments to this Agreement, they shall enter into force from the moment of publication of the Agreement in the new version.
10.2. All disputes arising from the execution of this Agreement shall be resolved by the parties through negotiations. In the event that disputes are not resolved through negotiations, they are resolved in accordance with current legislation.
10.3. The customer guarantees that all the terms of the offer are clear to him and he accepts them unconditionally and in full, without any conditions, exclusions and reservations.
10.4. In the event that is not regulated by this Agreement, the Parties undertake to be guided by the norms established by the current legislation of Ukraine.
10.5. The provisions of the legislation of Ukraine apply to this contract.

11 CONFIDENTIAL INFORMATION
11.1. The Agreement establishes the status of confidential information arising between the Parties on the basis of this Agreement, which is the property of the business entity (Executor), including that which constitutes a commercial secret, determines the system of its protection in order to prevent economic and other damage to the interests of the Executor, as a result of disclosure, leakage, distortion or destruction or its use by third parties and/or employees in their own interests.
11.2. Confidential information includes: access to webinar recordings, resources, materials, participation in the analysis of presentations of other club members' projects, etc.
11.3. For disclosure of confidential information, the guilty Party shall pay a fine of 100,000 hryvnias.

12 DETAILS OF THE PERFORMER:

INDIVIDUAL ENTREPRENEUR
OLIEINIKOVA SVITLANA YURIIVNA
Ukraine, 02099, Kyiv city, Zaslonova street, building 22, apartment 52
EDRPOU 2909611466
UA623052990000026005045006045 at the JSC "PRIVATBANK" bank
MFI 305299



___________ S.Y. Olieinikova