Rules of Provision of Information and Advertising Services Using 2GIS Products (Ceased to be in force May 31, 2020)
1. TERMS AND DEFINITIONS
1.1. For the purpose of this document, the below-listed terms shall have the following meaning:
The Order Form – a document signed by the Advertiser and the Publisher that specifies essential terms of the Contracts entered into by the Advertiser and the Publisher in accordance with these Rules, including information on Advertising Materials, Applications where advertisements will be placed, duration and cost of the Services, as well as the subject matter, duration and cost of the Additional Services (unless subject matter, duration and cost of the Additional Services are specified in the Price List under paragraph 2.5 hereof) and other required conditions of the specific Contract.
Web Application – a computer program installed on the User's device (including the program for mobile devices) which is used to display and / or otherwise present the 2GIS Products to the Users through the 2GIS Business Listings API services.
Geo-targeting – display of the Advertising Materials to the users having IP-addresses of computers (or proxy servers) on the Internet relating, according to the Publisher’s data, to a certain geographical region.
Statistics Data – data generated by the automated information system of the 2GIS Business Listings API service owner and / or data generated by the automated information system DoubleClick for Publishers owned by Google Inc.. Depending on the system's purpose, such data may include, but not be limited to, the data on the quantity of Displays, price of the services, and other details as related to Placement of Advertisements on the Internet Platforms and / or in the Web Applications as well as provision of additional services.
The Contract – the agreement for provision of Services / Additional Services between the Advertiser and the Publisher which is entered into by an Acceptance of the Offer or signing the Order Form in the manner stipulated by these Rules.
The Additional Services – information services listed in the Publisher’s Price list that provide an access to the additional functions of the Platform and other services.
The Advertiser – the person who is ordering the Services / Additional Services on the conditions of these Rules (pursuant to a concluded Contract) or planning to do it (at the stage of signing the Contract).
Internet Platform – Internet site located at a certain network address on which the Users are made aware of the 2GIS Products obtained through the 2GIS Business Listings API services.
The Content – information materials placed by the Advertiser on the Web Site within the scope of provision of the Additional Services.
The Business Account – a personal section of the Web Site the access to which the Advertiser receives after registration and/or login to the Web Site (if this service is technically available for the Advertiser). The Business Account is designed to store the Advertiser’s information, to view news of the Publisher, enter changes by the Advertiser to the Advertiser’s information published in the Business Listing, manage the status, receive notices, provide the Advertising Materials to the Publisher as well as to perform other actions and receive additional information in accordance with these Rules.
Media Advertising (media advertising materials) — textual and graphical Advertising Materials in respect of which, according to the Contract, the number of Displays are accounted.
Reporting Period – a full calendar month from the first day of the month till the last day of the current month inclusive.
The Offer – the Contract-Invoice for the Services / Additional Services.
The Platform – software and hardware integrated with the Publisher's Web Site.
The Search Query – a text query for information in 2GIS Products entered by the User in the searching box of 2GIS Products interface, including a text query corrected in accordance with the 2GIS Products feature for automatic correction of spelling mistakes, errors, correction of a text typed in a wrong keyboard layout.
User – any person who uses the Application for the purposes intended.
Display – display of the Advertising Material on the Advertising Space according to the parameters as specified in the Mandatory Documents indicated in the paragraph 3.1 hereof.
Application – an Electronic Directory Internet Platform, Web Application or other software owned or used by the Publisher or by the third parties engaged by such Publisher for Placement of Advertisements based on 2GIS Products.
2GIS Products – Business Listings and / or Digital Plans that can be distributed either as separate copies requiring installation on the User's hardware or be accessible through the network.
Placement of Advertisements – display of the Advertising Material at the Advertising Location in the Application, or other operations with information from the Business Listings aimed at attraction of attention, placement or carrying out of which is provided by these Rules.
Advertising Material – an advertising banner, comment or other advertisement which are allowed to be placed in line with this Contract and with the mandatory documents named in this Contract and were provided by the Advertiser as part of a particular Advertising Campaign for placement on the terms and conditions of these Rules and the Contract.
Advertising Location – the location assigned in the graphic design of the Application for placement (display) of the Advertising Materials.
Advertising Campaign – a package of the Services ordered by the Advertiser under the Contract.
Web Site – Internet sites located at and / or controlled by the domains at lemesos.2gis.com.cy,law.2gis.com.cy/advert-rules.
Business Listings – an electronic business listings containing information about the names, locations, telephones, e-mail and website addresses, types of goods (works, services) being produced and sold, and other data about the organizations and individual entrepreneurs located within a certain area, and other organizations at the discretion of its owner.
The Status – a set of functionalities of the Platform selection of which the Advertiser makes using the software available in the Business Account of the Web Site.
The Parties – the Advertiser and the Publisher under the Contract concluded in accordance with these Rules.
The Search Results Page – a page containing brief information of legal entities and/or sole proprietors, addresses included in 2GIS Products selected based on the User’s Search Query and presented as a list in the Business Listing including marks on the Digital Map.
The Services – services for the Placement of the Advertisement of the Advertiser in the Application rendered by the Publisher under the Contract in accordance with the provisions of these Rules.
Digital Plan – an electronic map which contains geoinformation on geographic objects and settlements within the territory delimited by certain geographic coordinates.
Electronic Directory — an electronic periodic containing 2GIS Products in the versions adapted for personal computers and mobile devices.
1.2. This Contract may also contain terms and definitions that are not described in the paragraph 1.1 above. Should this be the case, such a term shall be construed in line with the text of these Rules. In the event if the text of these Rules does not provide for a clear interpretation of a term or definition, the Parties shall be guided by its interpretation provided first and foremost in the texts that form the Agreement of the Parties as well as in the Mandatory Documents for the Parties an then by the laws of the Republic of Cyprus, business practices and scientific doctrine.
1.3. Any reference herein to a paragraph (section of these Rules) and / or its terms and conditions shall mean the reference to these Rules (its section) and / or its terms and conditions.
2. SUBJECT AND PROCEDURE FOR CONCLUSION OF CONTRACT
2.1. The Publisher undertakes to provide the Advertiser with the Services agreed upon by the Parties in the Contract, and to provide the Additional Services subject to paragraph 2.5 hereof.
2.2. By accepting the Offer and signing the Order Form, the Parties confirm that the Advertiser has read and unconditionally accepted these Rules, including Mandatory Documents specified herein, and such signature shall mean conclusion of a contract between the Parties on the terms of these Rules.
2.3. The term of the Contract shall be the period from the date of signing the Contract by the Parties to the end date for provision of Services / Additional Services as specified therein.
2.4. On the basis of these Rules, the Parties may conclude an unlimited number of Contracts, including with concurrent, in whole or in part, terms of validity.
2.5. The corresponding Contract may provide rendering of the Additional Services to the Advertiser by the Publisher. The Price List may provide rendering of the Additional Services to separate categories of the Advertisers.
2.6. To use the Additional Services, the Advertiser shall complete the registration and / or to login to the Web Site. The Advertiser may choose its own login and password to log into the Business Account (a login may be confirmed in the Contract) or may use a login given by the Publisher to the Advertiser when signing the Contract. The Advertiser shall be held liable for any actions committed using the login and password after registration on the Web Site.
2.7. Any actions committed using the login and password to access the Advertiser's Business Account shall be deemed completed by the Advertiser, except in cases when the Advertiser, in the manner prescribed by the paragraph 2.8 hereof, notifies the Publisher of any unauthorized access by third parties to the login and password of the Advertiser or that the Advertiser lost the login or password. The Advertiser shall be solely responsible for all actions and their results within and / or in connection with the execution of the Contract under its Personal Account including the cases when the Advertiser made the Advertiser’s data available to third parties under any conditions.
2.8. In the case of unauthorized access to, loss or disclosure of the login and password the Advertiser shall promptly notify the Publisher in writing and simultaneously send an e-mail message from the email address specified in the Advertiser’s account on the Web Site. For security purposes, the Advertiser agrees to perform a safe shutdown under its account at the end of each work session in the Business Account. The Publisher shall not be responsible for any lost or corrupted data, as well as other consequences of any kind that may occur due to the Advertiser’s violation of this section of the Rules.
3. TERMS AND CONDITIONS OF SERVICES
3.1. As a condition for obtaining the Services/Additional Services, the Advertiser accepts and shall comply with all provisions and requirements applied to the Parties under the Contract and defined by the following Mandatory Documents binding upon the Parties (hereinafter the Mandatory Documents):
3.1.1. The Price List placed and / or accessible on the Internet Site at: http://ad.2gis.com.cy/#price including items and cost of the Additional Services, as well as prices for the Placement of the Advertisements of various kinds in relation to a particular Application or a group of additional functionalities of the Platform;
3.1.2. Archive Price Lists placed and / or available on the Website on the Internet at: http://law.2gis.com.cy/price-archives, including parameters of the Advertising Materials placed by the Publisher, items and cost of the Additional Services, as well as prices for the Placement of the Advertisements of various kinds in relation to a particular Application or a group of Applications, additional functionalities of the Platform, for the past periods of provision the Services/Additional Services;
3.1.3. 2GIS Services Use Agreement and the documents referred to herein placed and / or available on the Web Site on the Internet at: http://law.2gis.com.cy/rules providing general conditions for registration on the Web Site and for use of the Platform and the Services of the Publisher;
3.1.4. API 2GIS Agreement placed and / or available on the Web Site on the Internet at: http://law.2gis.com.cy/api-rules which defines the procedure of the Placement of the Advertisement using the API 2GIS;
3.1.5. The Requirements for the Advertising Materials placed and / or available on the Web Site on the Internet at: http://law.2gis.com.cy/advert-rules/requirements/, which define general requirements for the Advertising Materials distributed on the territory of the Republic of Cyprus — in relation to the Services of the Publisher;
3.1.6. The Technical requirements for the Advertising Materials placed and / or available on the Web Site on the Internet at: http://law.2gis.com.cy/advert-rules/technical-requirements/, which define the technical requirements for the Advertising Materials – in relation to the Services of the Publisher, including parameters of the Advertising Materials placed by the Publisher;
3.1.7. The Requirements for the Informational Materials (hereinafter – The Requirements) placed and / or available on the Web Site on the Internet at: http://law.2gis.com.cy/informational-requirements/ providing, in relation to the particular kind of the Additional Services, the requirements for the Informational Materials placed by the Publisher on the Web Site using the additional functionalities of the Platform — in relation to the Additional Services of the Publisher.
3.2. The Mandatory Documents as specified in the paragraph 3.1 hereof shall be an integral part of these Rules.
3.3. When signing the Contract by Acceptance of the Offer, created by the Advertiser through the Business Account, the Advertiser shall independently prepare and edit the Advertising Campaign including creating/modifying the Advertising Materials in accordance with the standard form in the Business Account with regards to all requirements, defined by these Rules unless additionally agreed otherwise by the Parties.
3.4. The Advertiser shall provide to the Publisher for provision of Services by the Publisher to Advertiser the Advertising Materials that shall meet the requirements of the Contract, these Rules and applicable law of the country, where the Advertising Materials are distributed, no later than on the eighteenth (18th) day of the month preceding the first month when such Advertising Materials are to be placed according to the Contract, except for Media Advertising Materials. Other timelines for provision of the Advertising Materials may be specified in the Contract for the Placement of the Advertisement in certain Applications when it is permitted by the Publisher's technology of the Placement of the Advertisement in such Applications. The Advertiser shall be entitled to provide the Advertising Materials to the Publisher through the Business Account.
The Advertiser shall provide the Publisher with the media Advertising Materials no later than 3 (three) business days prior to the date of commencement of rendering the Services by the Publisher.
The same timeline shall apply in case of altering the Advertising Materials during the period of their placement.
For provision of the Additional Services, the Advertiser shall provide Publisher via its Business Account with materials met requirements of Advertising Materials and conditions of their placement, prescribed by the law of country where materials are distributed, and these Rules.
3.5. In case of late delivery of the Advertising Materials, the Advertiser may change the period of their placement within the agreed term of the Services under the applicable Contract in such a way as to ensure compliance with the provisions contained in the paragraph 3.4 above:
3.5.1. in case of the initial placement of the Advertising Materials, the date of their placement shall move to the month following the month in which the Advertising Materials were actually delivered, with account of the provisions of the paragraph 3.4 above, and the period of their placement shall be extended by the time equal to the time of delay through the Advertiser's fault.
3.5.2. in case when any modifications are made to the Advertising Materials, such Advertising Materials shall be placed starting from the month following the month in which the Advertising Materials were actually delivered, with account of the provisions of the paragraph 3.4 above, and the period of their placement shall not be extended by the time equal to the time of delay through the Advertiser's fault.
The provisions of the paragraph 3.5 shall not apply to the Media Advertising Materials nor the provision of Service according to the Contract, signed by Acceptance of the Offer, created by the Advertiser through the Business Account.
3.6. The Publisher may check the Advertising Materials for compliance with the requirements contained in the effective legislation of the country where the Advertising Materials are distributed, in this Contract, Rules and in the Mandatory Documents named in them, both before commencement of the Services and at any time after commencement of their placement.
3.7. Acceptance of any Advertising Materials for placement and / or acknowledgement of the possibility of their placement by the Publisher shall in no event mean the acknowledgement of the Advertiser's right to use any intellectual property of third parties in such Advertising Material and / or perform any actions which infringe the rights (lawful interests) of third parties or to breach the laws in any other form. The Advertiser shall entirely bear sole liability for use and consequences of use as well as for the content of the Advertising Material and its compliance with the requirements of the laws.
3.8. While accepting the Advertising Material and during the period of its placement the Publisher shall have the right to check the data contained therein, including checking the correctness of the addresses, telephone numbers, site addresses, and compliance of the goods (works, services) actually offered with the content of the Advertising Material.
3.9. In case if the Advertising Material is found to deviate from the above-said requirements, the Publisher shall notify the Advertiser about the check results and shall propose to replace such Advertising Materials with the new materials. If, despite the reasonable warning by the Publisher, the Advertiser fails to correct the situation impeding placement of the Advertising Materials, the Publisher will have the right to unilaterally refuse, at its sole discretion, to perform this Contract in full or in part.
3.10. In case if the production and / or sale of the advertised goods (works, services) require any licenses or other special permits or where such goods (works, services) are subject to mandatory certification or other mandatory proof of compliance with technical regulations, the Publisher may at any time request, and the Advertiser shall provide, duly attested copies of applicable documents supporting the obtaining of such certification or compliance with such technical regulations, within three days from the applicable request, or, in the event of the initial placement, simultaneously with the delivery of the Advertising Materials.
3.11. The Publisher may at any time check for reliability of the data contained in the Advertiser -furnished documents supporting the obtaining of the required licenses (permits) or certificates (declarations).
3.12. In case if the Advertiser fails to provide the documents listed in the paragraph 3.10 herein or if the data contained in such documents is found to be untrue, the Publisher will have the right to immediately and unilaterally refuse, at its sole discretion, to perform this Contract in full or in part.
3.13. The additional functionalities may be made available subject to payment for the Additional Services under the relevant Contract and the absence of any overdue payments on other Contracts concluded with the Advertiser according to these Rules unless otherwise is provided for in the Contract.
4. RIGHTS AND OBLIGATIONS OF THE PARTIES
4.1. The Publisher undertakes to:
4.1.1. Provide the Advertiser with the Services / Additional Services using the procedure defined in this Contract, subject to these Rules and the Mandatory Documents stated in them.
4.1.2. Commence placement of the Advertising Materials in the Application not later than on the date indicated in the applicable Contract.
4.1.3. Ensure unrestricted access by third parties to the Applications issued by the Publisher.
4.1.4. Provide the Advertiser with statistics of automated information system DoubleClick for Publishers owned by Google Inc. when providing the Services of Media Advertisement placement. The data can be provided not more often than once a week by forwarding an email message from to the Advertiser’s email address, indicated in the applicable Contract.
4.1.5. Inform the Advertiser, at its request, about the progress in rendering the Services / Additional Services under the Contract.
4.2. The Publisher has the right:
4.2.1. Not to proceed with rendering the Services / Additional Services, to suspend their rendering or to terminate the Contract, in whole or in part in case of violation by the Advertiser of the requirements provided by sections 3 and 5 of these Rules or in case if the Advertiser withdraws his consent with the processing of his personal data.
4.2.2. Refuse to perform this Contract in full or in part where so provided herein.
4.2.3. Request and receive from the Advertiser the documents and check the data contained therein as provided in section 3 hereof.
4.2.4. For the purpose of improving the Business Listings, delete, introduce and change the names and location of categories. In the event where the Advertiser's Advertising Materials have been placed in any one or more than one category which are subject to removal from the Business Listings or to change in their name or location, the Publisher shall notify the Advertiser about the accomplished changes in any suitable form.
4.2.5. Engage third parties for fulfillment of obligations hereunder provided that the Publisher assumes full responsibility for their actions as if such actions were made by the Publisher itself.
4.2.6. Use the Advertising Materials provided by the Advertiser under the Contract (for the purpose of this Contract – work) in portfolio, presentation material, the Requirements for the advertising Materials, stated in the paragraph 3.1.6. herein, as well as in the Advertising Materials of the Advertiser without indicating the name of the author each time when using it in the following ways: by reproducing the work i.e. producing one or more copies of the work or its part in any material form; by distributing the work; by transferring the rights for the work or its copies to others; by displaying the work publicly; by adapting the original work; by publishing it.
4.3. The Advertiser undertakes to:
4.3.1. Provide the Publisher with the Advertising Materials in line with the requirements set out in section 3 above.
4.3.2. In due time, pay for the Services / Additional Services under the Contracts as set out in section 5 of these Rules.
4.3.3. Upon the Publisher's request, provide the documents listed in section 3 above, within the dates indicated herein.
4.3.4. Notify the Publisher in writing within three 3 (three) days from the moment of cancellation, suspension or expiration of licenses, certificates and other permissions issued for or in connection with the advertised goods or services.
4.3.5. Ensure accuracy of the data contained in the Advertising Materials and the Advertising Materials’ compliance with the requirements of applicable law, the provisions of the Contract and these Rules.
4.4. The Advertiser has the right to:
4.4.1. Make changes to the placed Advertising Materials under current Contracts by providing new Advertising Materials in the manner stipulated in section 3 of these Rules.
4.4.2. Be informed about the progress in rendering of the Services / Additional Services under the Contract.
4.4.3. Terminate the Contract, in whole or in part, in the cases provided in these Rules.
5. THE COST OF SERVICES AND PAYMENT PROCEDURE
5.1. The cost of the Services is set, depending on the methods used for Placement of Advertisements, for a certain period or for the Display performed.
5.2. The cost of the ordered Services / Additional Services under the Contract shall be specified in the relevant Contract according to the Price List effective at the time of signing thereof except as otherwise provided herein.
In the absence of a separate Contract for the Additional Services, cost of such Additional Services is specified in the Price List in effect at the moment of provision of the Additional Services.
The cost of Services / Additional Services agreed by the Parties in the Contract can be changed by agreement of the Parties.
5.3. If the Publisher is a VAT payer, the price of the Services / Additional Services as specified in the relevant Price List shall be increased to include the VAT at the rate prescribed by applicable law as in effect on the date of the Contract.
If the Publisher is not a VAT payer, the price of the Services / Additional Services as specified in the relevant Price List shall apply.
5.4. The total cost of the Services/Additional Services payable by the Advertiser for the Reporting Period shall be equal to the sum of costs of Services under all Contracts within the Advertising Campaign and costs of Additional Services.
5.5. Every month, the Advertiser shall create a single source document (hereinafter – “Source Document”. The Source Document is created by the form which is approved by the accounting policy of the Advertiser which is in effect on the date of signing the Contract.
5.6. The Parties acknowledge and unconditionally agree that the information about the Services / Additional services provided in the reporting month is indicated in the Source Document, which, in terms of Media Advertising, is based on the data generated by the automated information system DoubleClick for Publishers owned by Google Inc.; in terms of other Advertising, is based on the data generated by API 2GIS Directories the automated owner information system.
5.7. The Source Document is sent in electronic form to the Advertiser’s email and / or becomes available to the Advertiser in his Business Account not later than 7 (seven) business days from the beginning of the month following the Reporting Period.
5.8. The Advertiser undertakes to read and to receive the Source Document in hard copies at the Advertiser’s location or office indicated in applicable Contract until the 15th (fifteenth) of the month following the reporting period.
5.9. In case if the Advertiser fails to provide the Publisher with the objections to the Services / Additional Services provided in the Reporting period in written form till the 20th (twentieth) of the month following the Reporting period, these Services are considered to be accepted by the Advertiser and shall be paid in full. And, the Source Document signed by the Publisher is in full force and effect. The fact of not receiving the Source document in electronic form and / or in paper shall not relieve the Advertiser from paying for the provided Services / Additional Services.
5.10. If the Advertiser is a VAT payer in terms of provided Services / Additional Services, the order of forming and sending the Invoices to the Advertiser as well as the consequences of not receiving them are the same as those provided for the Source Document in the paragraphs 5.4-5.9.
5.11.The Advertiser shall pay for the Services/Additional Services as follows:
5.11.1. The Advertiser shall make a 100% advance payment for the ordered Services/Additional Services within 5 (five) calendar days from the signing of the Contract, but in no event later than on the 25th(twenty-fifth) day of the month preceding the month of the Placement of the Advertisement/provision of the access to the additional functionalities of the Platform unless another term of payment is specified in the relevant Contract.
5.11.2. The Advertiser shall make a 100% advance payment for the placement of the Media Advertising Materials/Additional Services not later than 3 (three) business days prior to the date of commencement of rendering the Services / Additional Services by the Publisher.
5.11.3. The Advertiser has right to pay for the Services / Additional Services before the appointed time.
5.12. The payment shall be made in euros by wire transfer to the bank account of the Publisher or in cash by depositing the corresponding amount to the Publisher’s cash desk or by cheques if such method of payment does not contradict to the applicable law.
5.13. The Advertiser undertakes to inform the Publisher that the payment has been made, providing a copy of notice of payment with a stamp of the designated bank (when it is available for the corresponding payment method).
5.14. The Advertiser shall be deemed to have fulfilled its obligation of payment for the Services/Additional Services after the funds have been received in a relevant bank account of the Publisher. In some cases, by the Publisher’s discretion, the confirmation of the payment may be:
5.14.1. a facsimile copy of the payment order in case of wire method of payment;
5.14.2. a facsimile copy of the payment receipt with the stamp of the bank through which the payment was made;
5.14.2. the verification by the Publisher of the fact of the payment in the Publisher’s favor through the payment system