Public Offer Agreement

Under this Agreement, one party — the Seller, on the one hand, and any person who has accepted the terms of this public offer agreement — the Buyer, on the other hand, hereinafter collectively referred to as the Parties, have entered into this Public Offer Agreement (hereinafter referred to as the Agreement), addressed to an unlimited number of persons, which constitutes the official public offer of the Seller to conclude a sale and purchase agreement for goods, the images of which are posted in the relevant section. https://zerokaloriy.com.

Sellers intending to sell goods via the website https://zerokaloriy.com and buyers purchasing goods, the images of which are posted on the relevant pages of https://zerokaloriy.com, hereby accept the terms of this Agreement as follows:

GENERAL PROVISIONS

1.1. Contractual relations between the Seller and the Buyer are formalized in the form of a public offer agreement. Clicking the “Order” button in the relevant section of the website https://zerokaloriy.com means that the Buyer, regardless of status (individual, legal entity, or sole proprietor), in accordance with applicable international and Ukrainian law, has accepted and agreed to perform the terms of this public offer agreement set forth below.

1.2. This public offer agreement is public, meaning that in accordance with Articles 633 and 641 of the Civil Code of Ukraine, its terms are identical for all buyers regardless of their status (individual, legal entity, or sole proprietor). By fully agreeing to this Agreement, the Buyer accepts the terms and procedure for placing orders, payment, and delivery of goods by the Seller, as well as responsibility for improper order placement and failure to comply with the terms of this Agreement.

1.3. This Agreement enters into force from the moment the Buyer completes payment for the order on the website.

1.4. To regulate contractual legal relations under this Agreement, the Parties choose and, if necessary, apply the legislation of Ukraine. If an international treaty, the binding force of which has been approved by the Verkhovna Rada of Ukraine, establishes rules different from those provided by the legislation of Ukraine, the rules of such international treaty shall apply.

TERMS AND DEFINITIONS

2.1. "Public Offer Agreement" - A public agreement, the template of which is published on the website https://zerokaloriy.com and the application of which is mandatory for all sellers, containing the Seller’s offer to purchase goods, the images of which are posted on the website https://zerokaloriy.com, addressed to an undefined number of persons, including buyers.

2.2. "Acceptance" — the Buyer’s acceptance of the Seller’s offer to purchase goods, the images of which are posted on the website https://zerokaloriy.com, by adding them to the virtual shopping cart and paying for the Order.

2.3. "Goods" — the subject of trade (product, model, accessories, components, related items, and any other items of trade) for which the Seller’s offer to purchase is published on the website https://zerokaloriy.com.

2.4. "Buyer" — any legally capable individual, legal entity, or sole proprietor, in accordance with applicable international and Ukrainian law, who has visited the website https://zerokaloriy.com and intends to purchase a particular Product.

2.5. "Seller" — any legally capable individual, legal entity, or sole proprietor, in accordance with applicable international and Ukrainian law, who is the owner or distributor of goods and intends to sell them via the website https://zerokaloriy.com.

2.6. "Order" — a properly completed and submitted purchase request placed by the Buyer on the website https://zerokaloriy.com and addressed to the Seller.

2.7. "Legislation" — norms established by Ukrainian or international law for regulating contractual legal relations under this Agreement.

2.8. "Material Defect of Goods" — a defect that makes it impossible or unacceptable to use the goods for their intended purpose, arose due to the fault of the manufacturer (Seller), and reappears after repair for reasons beyond the consumer’s control.

SUBJECT OF THE AGREEMENT

3.1. The Seller undertakes, under the terms and in the manner specified in this Agreement, to sell the Goods based on an Order placed by the Buyer on the relevant page of the website https://zerokaloriy.com, and the Buyer undertakes, under the terms and in the manner specified in this Agreement, to purchase the Goods and pay for them.

3.2. The Seller warrants that the Goods are not pledged, are not the subject of any dispute, are not under seizure or arrest, and that no third-party rights exist in relation to the Goods.

3.3. The Seller and the Buyer confirm that this Agreement is not a sham or simulated transaction and was not concluded under duress, pressure, or deception.

3.4. The Seller confirms that it holds all necessary permits to conduct business activities governing the legal relations arising and existing in the course of performing this Agreement, and further warrants that it has the right to manufacture and/or sell the Goods without any restrictions in accordance with the requirements of the applicable legislation of Ukraine, and undertakes to bear liability in the event of violation of the Buyer’s rights in the course of performing this Agreement and selling the Goods.

RIGHTS AND OBLIGATIONS OF THE SELLER

4.1. The Seller has the right to:

  • perform the terms of this Agreement;
  • fulfill the Buyer’s orders upon receipt of payment from the Buyer;
  • transfer the Goods to the Buyer in accordance with the selected sample on the relevant page of the website https://zerokaloriy.com, the placed Order, and the terms of this Agreement;
  • verify the qualitative and quantitative characteristics of the Goods during packaging at the Seller’s warehouse;
  • unilaterally suspend the provision of services under this Agreement in the event of the Buyer’s violation of the terms of this Agreement;
  • unilaterally refuse to provide services and sell the Goods to the Buyer in the event of non-payment by the Buyer, as well as in the event of absence or damage to the Goods at the Seller’s warehouse.

RIGHTS AND OBLIGATIONS OF THE BUYER

5.1. The Buyer shall:

  • pay for and receive the Order in a timely manner in accordance with the terms of this Agreement;
  • review the information about the Goods published on the website https://zerokaloriy.com;
  • upon receipt of the Goods from the person delivering them, verify the integrity and completeness of the Goods by inspecting the contents of the packaging. In case of damage or incomplete delivery, record such deficiencies in a report to be signed by the Buyer and the person delivering the Goods.

ORDER PLACEMENT PROCEDURE

6.1. The Buyer independently places an Order on the relevant page of the website https://zerokaloriy.com by adding Goods to the virtual shopping cart by clicking the “Add to Cart” button, or by placing an Order via email or by phone number указан in the “Contacts” section of the website https://zerokaloriy.com.

6.2. The Order processing period is up to 2 business days from the moment the Order is placed. If the Order is placed on a weekend or public holiday, the processing period begins on the first business day following such weekend or public holiday.

CONTRACT PRICE AND PAYMENT PROCEDURE

7.1. The price of each individual Product is determined by the Seller and indicated on the relevant page of the website https://zerokaloriy.com. The total contract price is calculated by summing the prices of all selected Products placed in the virtual shopping cart and the delivery cost, which is determined depending on the delivery method in accordance with the terms of Section 8 of this Agreement.

7.2. The total Order value may change depending on the price, quantity, or assortment of Products.

7.3. The Buyer may pay for the Order using the following methods:

  1. by bank transfer to the Seller’s current account specified in the invoice, including via online banking (the Buyer shall pay for the Order within three days from the date of receiving the invoice in the amount of 100% prepayment);
  2. cash on delivery upon receipt of the Order at a delivery service office within the territory of Ukraine;
  3. by credit/debit card of the following type:
    • Visa
    • Visa Electron
    • Mastercard
    • Mastercard Electronic
    • Maestro

Detailed payment terms are available on the page https://zerokaloriy.com/payment-and-delivery

TERMS OF PRODUCT DELIVERY

8.1. The Buyer receives the Product via a delivery service. The payment and delivery procedure is specified on the relevant page of the website https://zerokaloriy.com.

8.2. When delivering Products to other cities of Ukraine or to the territory of another country, performed by other delivery services (hereinafter — carrier companies), the Buyer fully and unconditionally agrees to the cargo transportation rules of such carrier companies.

8.3. The fact of receiving the Product and the absence of claims regarding the quality of the Product delivered by carrier companies shall be confirmed by the Buyer’s signature on the waybill, the carrier company declaration, or the delivery note upon receipt of the Product. The Seller, in turn, guarantees shipment of the Product to the carrier company in the quantity paid for by the Buyer, in accordance with the Product specification, and in proper (working) condition and quality.

8.4. In the event that the Buyer is absent at the delivery address specified in the Order or refuses to receive the Product without valid reason during delivery by the carrier company’s courier, the Product shall be returned to the dispatch center. The cost of the carrier company’s services shall be deducted from the amount paid by the Buyer for the Product. The remaining amount shall be refunded to the Buyer based on a written request sent to the email address: zerokaloriy7@gmail.com, indicating the bank account to which the funds should be refunded.

All issues arising during payment and receipt of the Product may be clarified by the Buyer using the contact details provided in the “Contacts” section.

TERMS OF PRODUCT RETURN

9.1. Warranty and return conditions are specified on the page https://zerokaloriy.com/warranty-and-return

LIABILITY OF THE PARTIES AND DISPUTE RESOLUTION

10.1. The Parties shall be liable for failure or improper performance of this Agreement in accordance with this Agreement and applicable international and Ukrainian law.

10.2. In the event of disputes related to the performance of this Agreement, except for debt recovery disputes, the Parties shall resolve them through negotiations following a claim procedure. The claim review period is 7 (seven) calendar days from the date of receipt.

10.3. All disputes, disagreements, or claims arising out of or in connection with this Agreement shall be resolved in the appropriate court in accordance with international and Ukrainian law.

FORCE MAJEURE

11.1. The Parties shall not be liable for failure to perform their obligations (except payment obligations) if such failure is caused by force majeure circumstances.

Force majeure circumstances include natural disasters, strikes, fires, floods, explosions, icing, wars (declared or undeclared), riots, loss of goods, carrier delays caused by accidents or adverse weather conditions, embargoes, disasters, and government restrictions.

11.2. A Party affected by force majeure must immediately notify the other Party in writing and provide confirmation within 30 (thirty) calendar days.

11.3. The performance period under this Agreement shall be extended for the duration of force majeure.

11.4. If force majeure lasts more than three months, either Party may terminate this Agreement unilaterally.

Regardless of force majeure, the Parties shall make final settlements before terminating the Agreement.

OTHER TERMS OF THE AGREEMENT

Information provided by the Buyer is confidential and used solely to fulfill the order.

By accepting this Agreement or registering on the Website https://zerokaloriy.com the Buyer voluntarily consents to the collection and processing of personal data for commercial purposes. https://zerokaloriy.com.

The Buyer may receive letters, notifications, emails, SMS messages, and phone calls.

The Buyer consents to the processing, storage, and protection of personal data.

If the Buyer does not wish to receive newsletters, they may notify the Seller.

The Seller is not responsible for the accuracy of information provided by the Buyer.