License Agreement
the revision comes into force from 03.06.2024 the version in effect before 02.06.2024 the version in effect before 03.03.2024 the version in effect before 31.12.2023
PUBLIC OFFER
on concluding a license agreement for the use of software
In accordance with paragraph 2 of Article 437 of the Civil Code of the RF, this document is a public offer addressed to an unlimited number of persons and represents an official proposal by the Limited Liability Company SFP ENGINEERING (OGRN 1067746794048, INN 7706625624), hereinafter referred to as the "Licensor", to conclude a license agreement on the terms and conditions set forth below.
1. Terms and Definitions
1.1. The following terms and definitions shall apply in this document and in the relations of the Parties arising from or related to it:
1.1.1. Public Offer / Offer – the text of this document with all appendices, amendments and additions thereto, posted on the Website and accessible on the Internet at: https://digitalsfpe.com/licence.html, which are the essential terms of the Agreement.
1.1.2. Acceptance of the Offer – full and unconditional acceptance of the Offer by the Licensee through the actions specified in Section 8 of the Offer, which shall result in the conclusion of the Agreement between the Licensee and the Licensor.
1.1.3. Licensor — a person who has entered into an Agreement with the Licensee on the terms and conditions contained in the Public Offer / Offer and grants the Licensee the right to use the Application on the rights stipulated by the License.
1.1.4. Licensee — a legal entity or individual entrepreneur who has entered into an Agreement with the Licensor on the terms and conditions contained in the Public Offer / Offer by Accepting the Offer. Individuals may not be licensees and enter into any relations within the framework of this public offer.
1.1.5. License, subscription — a non-exclusive right to use the Application on the terms and conditions of the Agreement, limited by the technical parameters of the License Key used.
1.1.6. Application, utility, software — computer programs and/or databases owned by the Licensor, intended for installation and use on the Device for the purpose of providing access to the Service using a communication network.
1.1.7. Agreement – a license agreement for the provision of a License to use the Application, concluded between the Licensor and the Licensee on the terms and conditions contained in the Public Offer / Offer.
1.1.8. Licensor's Website / Website – an automated information system accessible on the Internet at https://digitalsfpe.com.
1.1.9. Device, Workplace – a laptop, personal computer or other device that meets the system requirements specified in the technical documentation for the Client Application and allows the Application to be used for its functional purpose.
1.1.10. License (Registration) Key – a code word created by the Licensor, with the help of which activation is performed, launching and use of the Application for its functional purpose is permitted on one Device. When purchasing one key, the Licensee has the right to work with the software only in the interests of one legal entity or individual entrepreneur holding a license from the Ministry of Emergency Situations, who has paid and thereby accepted this public offer. It is allowed to pay for a subscription for the second and subsequent licensees of the Ministry of Emergency Situations by one licensee of the Ministry of Emergency Situations with a clear indication of the TIN and license numbers of the Ministry of Emergency Situations of the second and subsequent licensees. To work on two or more workstations and / or with several licenses of the Ministry of Emergency Situations, the Licensee must purchase keys in an amount equal to or greater than the maximum number of workstations and the number of licenses of the Ministry of Emergency Situations.
1.1.11. Service - a set of software and hardware, including the State Services portal, to which the Licensee is granted access using the Application.
1.1.12. Order - performance by the Licensee of the actions listed on the corresponding page of the Site, necessary for the conclusion of a separate Agreement on the terms contained in the Public Offer / Offer.
1.1.13. Subscription period – the validity period of the registration key paid by the Licensee. Upon initial acceptance of the Offer/conclusion of the Agreement, the subscription period, at the Licensee’s discretion, may be one month or more, and upon renewal of the Agreement, twelve months or more. In the event of repeated refusal to accept the offer, expressed in non-payment of the issued license invoice, or when participating in a promotion (receiving a free subscription), the Licensor may unilaterally change the period upon initial acceptance of the Offer and increase the minimum subscription period for such Licensee to 12 months.
1.2. This Offer may use terms and definitions not defined in clause 1.1. of the Offer. In this case, such term shall be interpreted in accordance with the text of the Offer. In the absence of an unambiguous interpretation of a term or definition in the text of the Offer, one should be guided by its interpretation determined: first of all, by the documents constituting the Agreement between the Parties, secondly, by the legislation of the Russian Federation, and subsequently, by business customs and scientific doctrine.
1.3. Any reference in this Public Offer to a clause (section) of the Offer and/or its terms means a corresponding reference to this Offer (its clause, section) and/or its terms.
2. Subject of the Agreement
2.1. The Licensor undertakes to provide the Licensee with Licenses under its Order, and the Licensee shall accept and pay for Licenses under the terms of this Offer.
2.2. The Licensee is granted a simple (non-exclusive) License to use the Applications in the following ways:
2.2.1. Reproduction (recording) of the Application in the memory of the Licensee's Devices, the maximum number of which is determined by the provided License Key.
2.2.2. Launching and using the Application for its functional purpose.
2.3. The list of Applications for which the License is granted, the term of the License and the amount of the license fee for its provision, as well as other necessary terms of the Agreement are determined on the basis of the information provided by the Licensee when placing the Order, and are confirmed by the actually paid tariff.
2.4. A mandatory condition for concluding the Agreement and its execution is the unconditional acceptance and compliance by the Licensee with the requirements and provisions applicable to the relations of the Parties under the Agreement, as defined by this Offer.
2.5. The Tariffs applied by the Licensor to calculate the amount of the license fee on the date of the Order and including, with respect to the relevant type and composition of the License, information on the name and composition of the provided Applications, the number of Devices on which playback, launch and use of the Applications are permitted, the scope and terms of warranty obligations, are posted and/or available on the Internet at https://digitalsfpe.com/#pricing.
2.6. The Licensor has the right to change the amount of the License fee for the Licensee at its own discretion and at any time. Until the end of the prepaid period by the Licensee, the cost of its Tariff cannot be changed.
2.7. The License shall be terminated upon expiration of its term paid for under the terms of the Tariffs, as well as upon early termination of the Agreement on the grounds provided for in this Offer.
2.8. The Licensee's use of the License is permitted throughout the Russian Federation.
3. Procedure for Granting a License
3.1. The Licensee's License Key is activated from the moment the Licensor receives payment for the Order, issues and sends the Licensee a license key in accordance with the tariff plan selected by the Licensee when placing the Order. The license invoice issued by the Licensor and paid for by the Licensee contains all the necessary information about the purchased subscription.
3.2. In the event of no access to the ordered Application and/or failure to receive the corresponding License Key, as well as the detection of significant deficiencies in the Application (which are not associated with the Licensee's risk specified in paragraph 5.3. of this Offer), making it impossible to use it in accordance with the guarantees provided under the Agreement, the Licensee has the right, within 5 (Five) business days from the moment of the first payment for the Order, to refuse to fulfill the Agreement and demand a refund of the paid remuneration in full, but not more than for the actual payment within 1 (One) month. If the Licensee has not refused to perform the Agreement in accordance with the terms of this paragraph, the Application, the License related thereto and the License Key shall be deemed to have been provided by the Licensor and accepted by the Licensee in full compliance with the requirements of the Agreement in accordance with the tariff paid for the Order.
3.3. If the Application is found to be inoperative later than 1 (One) month from the date of the first payment and receipt of the License Key, for example, such a situation is possible if the Ministry of Emergency Situations or State Services make significant changes to the formats and the process of submitting notifications and the software becomes inoperative due to such changes, the Licensee must notify the Licensor of the situation at support@digitalsfpe.com. The Licensor has 4 business days, including the day of the Licensee's request, to eliminate the detected inoperability of the Application. If the Licensor fails to eliminate the malfunction, the Licensee has the right to unilaterally terminate the License Agreement early and the Licensor is obliged to refund unused funds proportionally to calendar days upon a written application from the Licensee sent as a scanned copy to support@digitalsfpe.com, within 10 business days from the date of receipt of the application by bank transfer to the Licensee's details specified in the application.
3.4. The Licensee has the right to run the Application program code only on the computer to which the License Key is linked. If it is necessary to work with the Software on another computer, a separate license must be purchased. The key can be transferred and the linked computer can be changed in the event of a computer failure, reinstallation of the operating system, or transfer to a new computer exclusively by contacting the Licensor's support team. The linked computer can be changed within 3 (Three) business days. Sublicensing is prohibited.
3.5. The Licensee has no right to decompile the Application code, make any changes to it, or perform other operations with the Application other than its normal use for its intended purpose.
3.6. In the event of detection of cases of hacking the Software, selection of registration codes for the Software, logins or passwords to the administrative section of the Software, or obtaining unauthorized access to the server on which the Software is hosted, the Licensor has the right to block the user by his public identifiers and terminate access to the Software. In the event of blocking by identifiers of a user who is the Licensee of the digital.sfpe Software, the provision of a subscription to him is terminated, the subscription is canceled, and the Licensee does not have the right to a refund for an unused subscription.
4. License fee and payment procedure
4.1. The license fee for the provision of the License under the Agreement shall be determined in accordance with the Licensor's Tariffs in effect on the date of the relevant Order, depending on the tariff plan specified by the Licensee when placing the Order.
4.2. The license fee shall be paid by the Licensee by 100% prepayment.
4.3. Payments under the Agreement shall be made by non-cash transfers to the Licensor's bank account or using the payment services specified on the Site.
4.4. The Licensee shall be deemed to have fulfilled its obligations to pay the license fee from the moment of receipt of funds in the Licensor's bank account in the established amount in the case of non-cash payment or provision of information on the payment made by the Licensee by the payment service operator acting on the basis of the agreement with the Licensor.
4.5. If the Licensee fails to use the Service either in whole or in part for reasons beyond the control of the Licensor, the received license fee is non-refundable.
5. Warranties of the Parties
5.1. The Licensor warrants that:
5.1.1. has the right and authority to enter into and execute the Agreement and grant the Licensee the License within the limits and on the terms provided for in this Offer;
5.1.2. the use of the Applications under the License does not infringe upon or violate copyrights, related rights, rights to means of individualization of legal entities, goods, services, enterprises, as well as other intellectual rights of third parties.
5.2. The Applications are provided on an "as is" basis, and therefore the Licensor does not provide any warranties, expressly expressed in the Offer or on the Site or implied, in relation to:
5.2.1. compliance of the Applications that are permitted to be used under the rights provided for by the License with the requirements and expectations of the Licensee, their suitability for a specific purpose, and the absence of deficiencies in them, the possibility of joint use with the Licensee's software and hardware;
5.2.2. provision of uninterrupted access to the Service, the absence of errors in its software, the possibility and time frame for their elimination.
5.3. The Licensee confirms that it is aware of the functional properties of the Applications for which the License is granted. The Licensee independently bears the risk of compatibility of the Applications with the software and hardware on which the Licensee plans to use the Applications.
6. Liability of the Parties
6.1. The Parties shall be liable for failure to fulfill or improper fulfillment of the obligations assumed under the Agreement in accordance with the current legislation of the Russian Federation.
6.2. The Licensor shall not be liable for reciprocal fulfillment of obligations in the event of full or partial failure by the Licensee to fulfill its obligations under the Agreement, as well as the presence of circumstances that clearly indicate that such fulfillment will not be made within the specified time frame.
6.3. The Licensor shall not be liable for any losses, damages, regardless of the reasons for their occurrence, including (but not limited to) special, incidental or consequential damages, damages related to lost profits, interruption of commercial or industrial activities, loss of business information, negligence, or any other damages arising from the use of or inability to use the Applications and/or the Service.
6.4. The Licensor's liability shall in any case be limited to compensation for actual damage caused to the Licensee in an amount not exceeding the amount of the license fee paid under the relevant Agreement.
6.5. If the breach of the Licensee's warranties or obligations has resulted in claims, lawsuits and/or orders for compensation for damages (payment of compensation) being filed against the Licensor by third parties and/or government agencies, or the initiation of an administrative offence case, the Licensee undertakes to promptly provide the Licensor with all necessary information concerning the subject of the dispute and assist the Licensor in settling such claims, as well as to compensate for all losses (including legal costs, costs of paying fines) caused to the Licensor as a result of the filing, consideration and execution of such claims, lawsuits, orders, as well as administrative liability in connection with the Licensee's violation of the rights of third parties and/or applicable law.
7. Force Majeure Circumstances
7.1. The Parties shall be released from liability for partial or complete failure to fulfill obligations under the Agreement caused by force majeure circumstances that arose after its conclusion. The Parties shall include among such circumstances, in particular: natural disasters; natural and industrial catastrophes; terrorist acts; military actions; civil unrest; adoption by state authorities or local governments of acts containing prohibitions or restrictions regarding the activities of the Parties under the Agreement; other circumstances that cannot be foreseen or prevented in advance and make it impossible for the Parties to fulfill their obligations under the Agreement.
7.2. In the event of force majeure circumstances that prevent the fulfillment of obligations under the Agreement, the deadline for the Parties to fulfill their obligations shall be extended in proportion to the duration of such circumstances, as well as the time required to eliminate their consequences, but not more than 60 (Sixty) calendar days. If force majeure circumstances continue to operate beyond the specified period, or when, upon their occurrence, it becomes obvious to both Parties that they will operate beyond this period, the Agreement shall be terminated.
8. Acceptance of the Offer and conclusion of the Agreement
8.1. Acceptance of the Offer by the Licensee shall conclude the Agreement between the Licensee and the Licensor (Articles 433, 438 of the Civil Code of the Russian Federation) on the terms of the Offer.
8.2. Unless otherwise provided by the terms of the Tariffs, Acceptance of the Offer shall be made by the Licensee by making an advance payment for the provision of the License in the amount determined in the Tariffs on the date of payment.
8.3. The Agreement shall be deemed concluded from the moment the Licensor receives the Acceptance of the Offer.
8.4. For the avoidance of doubt, the Licensee's use of the provided access to the Service using the Applications activated by a specific License Key shall indicate the conclusion of the Agreement in accordance with the terms of this Offer within the scope of the rights of the provided License.
8.5. An unlimited number of Agreements may be concluded with the Licensee on the basis of the Offer.
9. Validity and Amendments to the Offer
9.1. The Offer shall enter into force from the moment it is posted on the Licensor's Website and shall remain valid until it is revoked by the Licensor.
9.2. The Licensor reserves the right to amend the terms of the Offer and/or revoke the Offer at any time at its sole discretion. Information about the change or revocation of the Offer shall be communicated to the Licensee at the Licensor's discretion by posting it on the Licensor's Website, in the Licensee's Personal Account, or by sending a corresponding notice to the e-mail or postal address specified by the Licensee upon conclusion of the Agreement or during its execution.
9.3. In the event of revocation of the Offer or amendments to the Offer, such decisions shall enter into force from the moment the Licensee is informed of this, unless another period for their entry into force is specified by the Offer or additionally with such a message.
10. Validity, Amendment and Termination of the Agreement
10.1. The Agreement shall enter into force upon Acceptance of the Offer by the Licensee and shall be valid: a) until the Parties have fully fulfilled their obligations under the Agreement, or b) until the Agreement is terminated early.
10.2. In the event of withdrawal of the Offer by the Licensor during the term of the Agreement, the Agreement shall be deemed to be valid on the terms of the Offer in the latest version.
10.3. The Agreement may be terminated:
10.3.1. By agreement of the Parties at any time.
10.3.2. At the initiative of the Licensor by refusing to perform the Agreement in full or in the relevant part by sending a notice to the Licensee in the Personal Account or to the e-mail address specified by him. The Agreement shall be deemed to have terminated in full or in the part specified in such notice after 3 (Three) days from the date of its sending.
10.3.3. At the initiative of the Licensee by refusing to perform the Agreement in full on the grounds specified in paragraph 3.2. or paragraph 3.3. of this Offer, by sending a notice to the Licensor to the e-mail address specified in this Offer. The Agreement shall be deemed terminated upon expiration of 3 (Three) business days from the date of its sending.
10.3.4. For other reasons stipulated by the Offer or applicable law.
10.4. The Licensor has the right to unilaterally refuse to perform the Agreement and block access to the Application if the following grounds exist:
10.4.1. The Licensee has failed to pay the license fee in the established amount and within the established time frame;
10.4.2. The Licensee uses the Application in violation of the terms of the License;
10.4.3. The Licensee has transferred (assigned) or intends to transfer (assign) the rights to a third party, and has transferred and/or intends to transfer its obligations under this Agreement to a third party;
10.4.4. The Licensor is involved in activities related to the violation of rights to trademarks (service marks), copyright and/or related rights and other intellectual rights, as well as rights to means of individualization in connection with the granted License;
10.4.5. The Licensor ceases development and support of the software for any reason. In this case, the Licensor is obliged to refund unused funds proportionally to calendar days upon a written application from the Licensee sent as a scanned copy to support@digitalsfpe.com, within 10 business days from the date of receipt of the application by bank transfer to the Licensee's details specified in the application.
10.5. Upon termination of the Agreement, as well as in the event of its early termination for any reason provided for in this Offer, the Licensee shall stop using the Applications and immediately delete their copies from the Device.
10.6. In the event of early termination of the Agreement at the initiative of the Licensee (clause 3.2., clause 3.3., clause 10.3.3. of the Offer), the Licensor shall return the paid and unused license fee to the Licensee within 10 business days from the date of termination of the Agreement. The Licensee shall notify the Licensor of the bank account details for the return of the license fee in the notice of refusal to perform the Agreement or subsequently in writing.
11. Agreement on an Analogue of a Handwritten Signature
11.1. The Parties have the right to use a facsimile reproduction of the signature or a simple electronic signature when concluding the Agreement, placing Orders, issuing invoices, and sending notifications under the Agreement.
11.2. It is permitted to exchange documents between the Parties by facsimile or e-mail. In this case, documents transmitted in this manner have full legal force, provided that there is confirmation of delivery of the message including them to the recipient.
11.3. If the Parties use e-mail, the electronic document sent with its help is considered to be signed by a simple electronic signature of the sender, created using his e-mail address.
11.4. In the event that e-mail is used to send an electronic document, the recipient of the electronic document identifies the person who signed such document by the e-mail address used by him.
11.5. In addition, the Licensee has the right to sign electronic documents transferred within the Service with a simple electronic signature created using their login and password specified during registration and/or authorization on the Service.
11.6. When the Licensee performs any actions to use the Service, the Licensor determines the Licensee to whom the simple electronic signature corresponds by the login and password used by the Licensee specified during registration/or authorization on the Service, as well as the TIN, license number and email address.
11.7. By agreement of the Parties, electronic documents signed with a simple electronic signature are recognized as equivalent to paper documents signed with a handwritten signature. The Licensor does not issue any documents on paper and does not send them to Licensees.
11.8. Any actions performed using a simple electronic signature of a Party are considered to be performed by such Party.
11.9. The Parties undertake to maintain the confidentiality of the electronic signature key. In particular, the Licensee has no right to transfer their login and password or provide access to their email to third parties, and is fully responsible for their safety and individual use, independently choosing the method of storing them and restricting access to them.
11.10. In the event of unauthorized access to the login and password, their loss or disclosure to third parties, the Licensee is obliged to immediately notify the Licensor by sending an email from the email address specified when using the Service.
11.11. In the event of loss or unauthorized access to the email address specified when using the Service, the Licensee is obliged to immediately replace such address in the Service with a new one and notify the Licensor of this fact by sending an email from the new email address.
12. Other terms
12.1. The Agreement, its conclusion and performance are governed by the current legislation of the Russian Federation. All issues not regulated by the Offer or not fully regulated shall be governed by the substantive law of the Russian Federation.
12.2. Disputes under the Offer and/or the Agreement shall be resolved in a preliminary claim procedure. In the event that the Parties fail to reach an agreement, the disputes shall be considered in court at the location of the Licensor.
12.3. Any notifications under the Agreement, unless otherwise provided by the Offer, may be sent by one Party to the other Party: 1) by e-mail a) to the Licensee's e-mail address specified by them when placing the Order, from the Licensor's e-mail address specified in Section 12 of the Offer if the recipient is the Licensee, and b) to the Licensor's e-mail address specified in Section 12 of the Offer, from the Licensee's e-mail address specified by them when placing the Order; 2) by sending the Licensee an electronic notification in the Personal Account; 3) by fax; 4) by mail with acknowledgment of receipt or by courier service with delivery confirmation.
12.4. By accepting this Offer, the Licensee voluntarily, of his own free will and in his own interests gives an indefinite irrevocable written consent to any methods of processing the provided personal data, including any action (operation) or set of actions (operations) performed with the use of automation tools or without the use of such tools with personal data, including collection, recording, systematization, accumulation, storage, clarification (updating, modification), extraction, use, transfer (distribution, provision, access), depersonalization, blocking, deletion, destruction of personal data for the purpose of concluding and fulfilling Agreements.
12.5. The Licensor has the right to request additional information, such as photocopies of identity documents, if necessary to verify identity or to prevent fraud.
12.6. If one or more provisions of the Offer or Agreement are invalid or unenforceable for any reason, such invalidity shall not affect the validity of any other provision of the Offer or Agreement, which shall remain in force.
12.7. Without conflicting with the terms of the Offer, the Parties shall have the right at any time to formalize the concluded License Agreement in the form of a written document expressing the content of the Offer in effect at the time of its execution, the Mandatory Documents specified therein, and the Order placed.
13. Licensor's details
Limited Liability Company SFP ENGINEERING, OGRN 1067746794048, INN 7706625624, legal address: 125319, Moscow, Chernyakhovskogo st., 19, room 75K/P, support@digitalsfpe.com
14. State registration of the computer program in the Federal Service for Intellectual Property (Rospatent):
- name of the computer program: digital.sfpe
- registration number (certificate): RU2024662768
- registration date: 30.05.2024
The Offer version, effective from 03.06.2024