RENTAL CELL AGREEMENT-OFFER FOR EQUIPMENT PLACEMENT
No. ___ Moscow, Russia
Limited Liability Company "TsifraKapital" (hereinafter referred to as the Lessor), represented by its Director, Zinovsky Kirill Vladimirovich, acting on the basis of the Charter, hereby publishes this Rental Cell Agreement (hereinafter referred to as the Agreement), which constitutes a public offer (proposal) addressed to individuals and legal entities (hereinafter referred to as the Lessee).
The text of this Agreement is a public offer (in accordance with Article 435 and Part 2 of Article 437 of the Civil Code of the Russian Federation). The acceptance (consent) of this offer is deemed to occur when the Lessee registers on the Lessor's website at: cifracapital.ru.
### 1. TERMS AND DEFINITIONS
1.1. **Cell**: - a dedicated individually defined place in a non-residential building (modular container computer)
1.2. **Rent**: Temporary use of the Cell by the Lessee through access to it in the manner and volume specified in this Agreement. The Cell is rented for the purpose of placing equipment without the right to constant access to the equipment.
1.3. **Equipment**: The equipment specified in the handover report (Appendix No. 1 to this Agreement).
1.4. **Lessor’s Website**: A collection of web pages on the Internet, starting from the homepage at cifracapital.ru, through which access to all other web pages of the site can be gained.
1.5. **Rental Fee**: The amount of rent payment for the right to temporary use of the Cell under the specific conditions (parameters) agreed upon by the Lessor and the Lessee. The rental fee may change during the term of this Agreement depending on various parameters such as the classification of the Equipment placed by the Lessee, the availability and number of free consultations, and other additional parameters. The Rental Fee is specified in the Rental Invoice, the Lessee's personal account, and may also be indicated on the Lessor’s Website.
1.6. **Lessee’s Personal Account**: The personal account located at cifracapital.ru, accessible with the Lessee’s unique login and password. The parties acknowledge and agree that the use of the login and password is equivalent to the Lessee's handwritten signature.
1.7. **Billing Period**: One (1) calendar month.
1.8. **Electronic Address of the Parties**: The email address specified as the contact address of the Party in this Agreement or in a notice of its change sent in accordance with this Agreement; including through the Lessee’s Personal Account.
1.9. **Services**: Provision of additional options, services, and facilities by the Lessor to the Lessee. The list of Services available to the Lessee and their cost is posted on the Lessor’s Website.
### 2. SUBJECT OF THE AGREEMENT
2.1. The Lessor grants the Lessee the right to temporary use (Rent) of the Cell by providing space for placing the Equipment, and the Lessee agrees to accept the Cell and pay rent for it in the amount specified in this Agreement.
2.2. The location, characteristics, including the serial number of the Cell, are determined by the Parties in Appendix No. 1 to this Agreement.
2.3. The characteristics of the Cell, the name of the Equipment placed by the Lessee, and the rental fee are specified in the Payment Invoice, which is an integral part of this Agreement.
2.4. The rental term of the Cell for specific Equipment parameters is specified in the issued Invoice and cannot be less than one Billing Period.
2.5. If the rental parameters need to be changed, including the number of Cells and/or the rental term, amendments are made by the Parties and specified in the Rental Invoice.
2.6. The Lessee is prohibited from subletting the Cell.
2.7. The Parties understand and agree that the Equipment placed in the Cell must comply with the regulations of the Russian Federation, be allowed for free civil circulation, and be imported into the Russian Federation in accordance with customs legislation.
2.8. Under this Agreement, additional options, services, and facilities may be provided to the Lessee for an additional fee.
### 3. EXECUTION OF THE AGREEMENT, RIGHTS, AND OBLIGATIONS OF THE PARTIES
3.1. **Lessor’s Rights and Obligations**:
3.1.1. The Lessor undertakes to provide the Cell for temporary use by the Lessee according to the chosen parameters indicated in the Invoice within 14 (fourteen) days from the conclusion of the Agreement and agreement on all necessary rental parameters.
3.1.2. The moment of fulfillment of the Lessor's obligation to transfer rental rights is the moment when the Lessee is granted the opportunity to place the corresponding Equipment in the Cell. Upon providing access, the Lessor sends the Lessee a notification to their email address or Personal Account, along with the Handover Report for the Cell and the Handover Report for the Equipment.
3.1.3. After receiving the Handover Report for the Cell and the Handover Report for the Equipment, the Lessee must sign them within 3 business days in one of the ways indicated in this Agreement and send them to the Lessor. If the signed Reports are not received from the Lessee within the specified time, the Parties agree that the Lessor’s obligations under the Reports are considered duly fulfilled, and the unilaterally signed Handover Report for the Cell and the Handover Report for the Equipment are deemed legally binding and are subject to mandatory reflection in accounting and tax records in accordance with the laws of the Russian Federation. 3.1.4. The Lessor undertakes to provide the Cell in a condition suitable for placing the Equipment. 3.1.5. The Lessor takes all necessary measures to ensure the preservation of the Equipment in the Cell from external factors: dust, water, mechanical damage, voltage fluctuationsand other external influences. However, the Parties acknowledge and agree that the Lessor does not guarantee 100% preservation of the Equipment from the above-mentioned external factors and is not liable for the natural wear and tear of the Equipment that occurs during its operation.
3.1.6. The Lessor undertakes to prevent unauthorized third-party access to the non-residential premises where the Cell is located, except for representatives of the Lessor, including those performing maintenance services under other contracts.
3.1.7. The Lessor shall not interfere with the operation of the Equipment, except in cases where such intervention is necessary to prevent damage to the Cell or other property, including other Cells located in the Lessor's non-residential premises, or to fulfill other contracts between the Lessee and the Lessor, or when such intervention is requested in writing by the Lessee via the communication channels specified in this Agreement.
3.1.8. The Lessor has the right to suspend the Lessee's use of the Cell during maintenance and repair works or in the event of the Lessee's breach of the Agreement's obligations. The period of suspension due to the Lessee's breach does not exempt the Lessee from the obligation to pay rent in full for this period.
3.2. **Lessee’s Rights and Obligations**:
3.2.1. The Lessee undertakes to make timely rent payments in the manner, amount, and within the deadlines specified in this Agreement.
3.2.2. The Lessee must verify the compliance of the Cell with the agreed parameters and accept the Cell by signing the Handover Report.
3.2.3. The Lessee shall use in the Cell only Equipment owned by the Lessee, which is not encumbered by third-party rights.
3.2.4. The Lessee must monitor the operation of the Equipment remotely without being physically present in the non-residential premises where the Cell is located.
3.2.5. The Lessee has the right to unilaterally terminate this Agreement, provided that the Lessor is notified at least 30 (thirty) days before the intended termination date by sending a written notice to the Lessor or an email to the address specified in this Agreement. The 30-day period starts from the date the Lessor receives the notice.
3.2.6. The Lessee is obliged to keep secure their identification data, passwords, and other information necessary for using the Cell under this Agreement, as well as access to their email and phone number, in conditions that prevent third-party access. Any actions performed in the Lessee's Personal Account or using the Lessee’s phone or email are considered to be performed by the Lessee.
3.2.7. In the event of changes to their contact details, location, email address, or phone number, the Lessee must notify the Lessor of such changes within three business days by updating the information in the Lessee's Personal Account or by sending a message via email. Otherwise, the Lessor, who has fulfilled its obligations based on the contact details and information available, cannot be considered in breach of the Agreement, and the Lessee bears all risks of not receiving information, documents, etc., or receiving such information and documents by third parties.
### 4. PAYMENT PROCEDURE
4.1. The Rental Fee is determined based on the selected tariff and is adjusted according to specific rental parameters. The final Rental Fee is specified in the Payment Invoice issued by the Lessor.
4.2. The rental tariffs are published on the Lessor’s Website at cifracapital.ru. The Rental Fee includes parameters such as the amount of utilities consumed by the Equipment, the type and classification of the Equipment placed, and other additional parameters.
4.3. Rent payments to the Lessor must be made based on the issued Payment Invoice, with the payment order indicating the reference to the Invoice number and date in the "payment purpose" field. Rent payments must be made no later than the 3rd (third) day of the month following the month in which the Cell was used.
4.4. The payment date is considered the date the funds are credited to the Lessor’s bank account or the date indicated on the receipt when paying in cash.
4.5. Payment by the Lessee confirms the fact of service provision. The Parties agree that the Lessor does not issue monthly service acts for the rental of the Cell.
4.6. The Lessor reserves the right to unilaterally change and introduce new Rental Fees and Service prices. The Lessor informs the Lessee about changes in Rental Fees and Service prices by posting a notice on the Website, in the Lessee’s Personal Account, and/or via the Lessee’s email.
4.7. Payments under this Agreement are made in Russian rubles in the following manner:
- by transferring funds to the bank account specified in this Agreement and/or in the issued Invoices;
- by paying cash at the Lessor’s office.
4.8. In the event of Cell downtime, i.e., when the Cell is not used for placing Equipment for more than a day but less than a week, the rental cost is calculated according to the following formula: RA = (RS × D), where:
RA - the adjusted rental amount for the month;
RS - the daily rental cost for the specific Equipment;
D - the number of downtime days.
4.9. If it is necessary to remove the Equipment for work to prevent further downtime, the Equipment is handed over to an authorized representative of the Lessee under a Handover Report. In this case, the rental cost of the empty Cell is 100 rubles per day during the first month, 200 rubles per day during the second month, and so on.
### 5. LIABILITY OF THE PARTIES
5.1. For non-performance or improper performance of obligations underthis Agreement, the Parties shall be liable in accordance with the legislation of the Russian Federation and the terms of this Agreement.
5.2. The Lessor's liability for ensuring that the Lessee can exercise their rental rights is limited exclusively to the compensation specified in Clause 5.4 of this Agreement. Under no circumstances shall the Lessor be liable to the Lessee or third parties for any losses (including indirect, incidental, unintentional damage, loss of profit, damage to honor, dignity, or business reputation) incurred by the Lessee or third parties as a result of using or being unable to use the Cell or the Lessee’s Personal Account.
5.3. In the event of a delay in payment of the rent, the Lessor has the right to demand from the Lessee a penalty of 0.5% (half a percent) of the overdue amount for each day of delay.
5.4. In case of delay in providing the Cell, the Lessor is obligated to compensate the Lessee for the documented losses caused by the untimely provision of the Cell.
5.5. The Lessor is not responsible for the compliance of the Equipment with the laws of the Russian Federation and for the procedure for its importation into the Russian Federation in accordance with the customs legislation of the Russian Federation.
5.5.1. Upon written request of the Lessor, the Lessee undertakes to provide the Lessor with copies of licenses, certificates, customs declarations and other documents related to the subject matter of this agreement within 3 (three) business days.
5.5.2. If the Lessee violates the deadlines for submitting documents in accordance with clause 5.5.1 of this Agreement, the Lessee pays the Lessor a fine of 10,000 (Ten thousand) rubles for each case of non-submission
5.6. If the payment is delayed by more than 10 (ten) days, the Lessor has the right to unilaterally terminate this Agreement, dismantle the Lessee's Equipment, and place it in storage. The cost of storage is 1,000 (one thousand) rubles per day. Notification of the placement of Equipment into
storage is sent by the Lessor to the Lessee through the Personal Account or via email, specifying the storage period, address, and location of the Equipment. The payment of penalties and fines does not relieve the Parties of their obligations under this Agreement. After the storage period specified in the notification has expired, the Lessor has the right, at its discretion, to send a repeated notification regarding the storage of the Equipment or to return the Equipment to the Lessee at the address specified in this Agreement.
5.7. If the Lessee evades signing the Handover Report for the Equipment, the Lessor's actions are regulated by Clause 5 of this Agreement in the relevant part (storage and other applicable provisions).
5.8. The Lessee is fully responsible for the legality of importing the Equipment into the Russian Federation and for its movement within the Russian Federation, as well as for its compliance with current legislation. In the event of inspections by government authorities or other authorized entities regarding the Equipment's compliance with national standards or the legality of its importation and movement within the Russian Federation, the Lessee agrees to compensate the Lessor for any losses that may arise due to the discovery of such violations, upon the Lessor's first demand.
5.9. Losses incurred by the Lessor due to the imposition of administrative, judicial, or other penalties because of the Lessee's violation of applicable legislation, including but not limited to violations of intellectual property rights, customs regulations, certification, registration, or operation of the Equipment, shall be fully compensated by the Lessee.
5.10. In the event of the circumstances specified in Clauses 5.7 and 5.8 of this Agreement, as well as in the event of the Equipment being seized by inspecting authorities or other authorized entities, the Lessor has the right to unilaterally terminate this Agreement without recourse to legal action.
5.11. The lessor is not responsible for losses and/or loss of profit of the lessee in connection with interruptions in the provision of services (including utilities) provided to the lessor by third parties
### 6. FORCE MAJEURE CIRCUMSTANCES
6.1. The Parties are released from liability for partial or complete failure to fulfill obligations under the Agreement if such failure is the result of force majeure circumstances that arose after the conclusion of the Agreement as a result of extraordinary events that the Parties could neither foresee nor prevent by reasonable measures, such as fire, earthquake, flood, and other natural disasters.
6.2. The following events are not considered force majeure circumstances for the purposes of this Agreement: the threat of war or military actions, armed conflicts and related situations (including but not limited to blockades, embargoes, sanctions), general or partial military mobilization, riots, acts of terrorism, sabotage, disturbances, invasions, imposition of curfew, pandemic, quarantine imposition, strike, accident, illegal actions of third parties, prolonged transportation delays, prohibition (restriction) of exports/imports.
6.3. Upon the occurrence and cessation of the force majeure circumstances referred to in Clause 6.1 of this Agreement, the Party whose ability to fulfill obligations under the Agreement is impeded must immediately notify the other Party in writing.
6.4. If force majeure circumstances continue for more than two consecutive months, the Parties shall negotiate to identify alternative methods of fulfilling the Agreement and reach an appropriate agreement.
### 7. FINAL PROVISIONS
7.1. This Agreement enters into force from the moment the Lessee accepts its terms and remains in effect until the end of the calendar year in which it was concluded, and in terms of the financial and guarantee obligations of the Parties—until their full execution.
7.2. The Agreement is automatically extended for each subsequent calendar year unless one of the Parties notifies the other Party of its intention to terminate the Agreement before the end of the period specified in Clause 7.1.
7.3. This Agreement may be terminated in accordance with the applicable laws of the Russian Federation, taking into account the specific provisions established by this Agreement.
7.4. The Lessor has the right to terminate the Agreement, in whole or in part, with respect to a specific Invoice if the Lessee violates its obligations under this Agreement, provided that the Lessee is given at least 5 business days’ notice prior to the termination date. If the Lessee remedies the breach within the specified period, the Agreement or Invoice remains in effect.
7.5. The Lessor has the right to unilaterally amend any terms of this Agreement and its appendices by making the corresponding changes to this Agreement and posting a new version of the Agreement on the Website at cifracapital.ru, which comes into effect 10 days after publication. The Lessee is therefore obliged to monitor such changes.
7.6. The Parties recognize the legal force of correspondence, notifications, and documents sent by email, as well as by other means of communication to the details specified in this Agreement, provided that the sender and recipient can be identified. The Parties must maintain confidentiality regarding information that becomes known to them as a result of concluding and executing this Agreement.
7.7. The Lessee clearly and unequivocally expresses its consent to the processing of its personal data provided to the Lessor (including collection, systematization, accumulation, storage, updating, modification, dissemination (including transfer), anonymization, and destruction), with the use of automation tools and/or without the use of such tools in accordance with the provisions of Federal Law No. 152-FZ "On Personal Data" dated July 27, 2006.
7.8. The Parties agree that when executing (amending, supplementing, terminating) this Agreement, the use of signatures by the Parties' representatives, as well as their seals, by means of facsimile, mechanical, or other copying methods, electronic digital signatures, or other analogs of handwritten signatures and seals is permitted. The Parties confirm that appendices to the Agreement signed and executed in the manner specified in this Clause have legal force and are binding on the Parties. The Parties may exchange primary accounting documents and invoices through electronic communication channels using electronic digital signatures.
7.9. The Parties agree that all documents agreed upon and signed by both Parties during the execution of the Agreement and transmitted by email or through the Lessee's Personal Account shall have legal force, provided that the sent message allows for the identification of the Party to the Agreement.
7.10. This Agreement supersedes any prior arrangements, agreements, written or oral negotiations, and understandings relating to the subject matter of this Agreement.
**Lessor:
LLC "TsifraKapital"
TIN 7734398370, OGRN 1177746059842
Location: 121170, Moscow, Municipal District Dorogomilovo, Kutuzovsky Prospekt, Building 36, Structure 41, Room 1/3
E-mail: cifracapital@cifracapital.ru
Settlement Account: 40702810600000034048
Recipient: LLC TsifraKapital
TIN/KIO: 7734398370
Beneficiary's Bank: JSC "Raiffeisenbank"
BIC: 044525700
Correspondent Account: 30101810200000000700**
No. ___ Moscow, Russia
Limited Liability Company "TsifraKapital" (hereinafter referred to as the Lessor), represented by its Director, Zinovsky Kirill Vladimirovich, acting on the basis of the Charter, hereby publishes this Rental Cell Agreement (hereinafter referred to as the Agreement), which constitutes a public offer (proposal) addressed to individuals and legal entities (hereinafter referred to as the Lessee).
The text of this Agreement is a public offer (in accordance with Article 435 and Part 2 of Article 437 of the Civil Code of the Russian Federation). The acceptance (consent) of this offer is deemed to occur when the Lessee registers on the Lessor's website at: cifracapital.ru.
### 1. TERMS AND DEFINITIONS
1.1. **Cell**: - a dedicated individually defined place in a non-residential building (modular container computer)
1.2. **Rent**: Temporary use of the Cell by the Lessee through access to it in the manner and volume specified in this Agreement. The Cell is rented for the purpose of placing equipment without the right to constant access to the equipment.
1.3. **Equipment**: The equipment specified in the handover report (Appendix No. 1 to this Agreement).
1.4. **Lessor’s Website**: A collection of web pages on the Internet, starting from the homepage at cifracapital.ru, through which access to all other web pages of the site can be gained.
1.5. **Rental Fee**: The amount of rent payment for the right to temporary use of the Cell under the specific conditions (parameters) agreed upon by the Lessor and the Lessee. The rental fee may change during the term of this Agreement depending on various parameters such as the classification of the Equipment placed by the Lessee, the availability and number of free consultations, and other additional parameters. The Rental Fee is specified in the Rental Invoice, the Lessee's personal account, and may also be indicated on the Lessor’s Website.
1.6. **Lessee’s Personal Account**: The personal account located at cifracapital.ru, accessible with the Lessee’s unique login and password. The parties acknowledge and agree that the use of the login and password is equivalent to the Lessee's handwritten signature.
1.7. **Billing Period**: One (1) calendar month.
1.8. **Electronic Address of the Parties**: The email address specified as the contact address of the Party in this Agreement or in a notice of its change sent in accordance with this Agreement; including through the Lessee’s Personal Account.
1.9. **Services**: Provision of additional options, services, and facilities by the Lessor to the Lessee. The list of Services available to the Lessee and their cost is posted on the Lessor’s Website.
### 2. SUBJECT OF THE AGREEMENT
2.1. The Lessor grants the Lessee the right to temporary use (Rent) of the Cell by providing space for placing the Equipment, and the Lessee agrees to accept the Cell and pay rent for it in the amount specified in this Agreement.
2.2. The location, characteristics, including the serial number of the Cell, are determined by the Parties in Appendix No. 1 to this Agreement.
2.3. The characteristics of the Cell, the name of the Equipment placed by the Lessee, and the rental fee are specified in the Payment Invoice, which is an integral part of this Agreement.
2.4. The rental term of the Cell for specific Equipment parameters is specified in the issued Invoice and cannot be less than one Billing Period.
2.5. If the rental parameters need to be changed, including the number of Cells and/or the rental term, amendments are made by the Parties and specified in the Rental Invoice.
2.6. The Lessee is prohibited from subletting the Cell.
2.7. The Parties understand and agree that the Equipment placed in the Cell must comply with the regulations of the Russian Federation, be allowed for free civil circulation, and be imported into the Russian Federation in accordance with customs legislation.
2.8. Under this Agreement, additional options, services, and facilities may be provided to the Lessee for an additional fee.
### 3. EXECUTION OF THE AGREEMENT, RIGHTS, AND OBLIGATIONS OF THE PARTIES
3.1. **Lessor’s Rights and Obligations**:
3.1.1. The Lessor undertakes to provide the Cell for temporary use by the Lessee according to the chosen parameters indicated in the Invoice within 14 (fourteen) days from the conclusion of the Agreement and agreement on all necessary rental parameters.
3.1.2. The moment of fulfillment of the Lessor's obligation to transfer rental rights is the moment when the Lessee is granted the opportunity to place the corresponding Equipment in the Cell. Upon providing access, the Lessor sends the Lessee a notification to their email address or Personal Account, along with the Handover Report for the Cell and the Handover Report for the Equipment.
3.1.3. After receiving the Handover Report for the Cell and the Handover Report for the Equipment, the Lessee must sign them within 3 business days in one of the ways indicated in this Agreement and send them to the Lessor. If the signed Reports are not received from the Lessee within the specified time, the Parties agree that the Lessor’s obligations under the Reports are considered duly fulfilled, and the unilaterally signed Handover Report for the Cell and the Handover Report for the Equipment are deemed legally binding and are subject to mandatory reflection in accounting and tax records in accordance with the laws of the Russian Federation. 3.1.4. The Lessor undertakes to provide the Cell in a condition suitable for placing the Equipment. 3.1.5. The Lessor takes all necessary measures to ensure the preservation of the Equipment in the Cell from external factors: dust, water, mechanical damage, voltage fluctuationsand other external influences. However, the Parties acknowledge and agree that the Lessor does not guarantee 100% preservation of the Equipment from the above-mentioned external factors and is not liable for the natural wear and tear of the Equipment that occurs during its operation.
3.1.6. The Lessor undertakes to prevent unauthorized third-party access to the non-residential premises where the Cell is located, except for representatives of the Lessor, including those performing maintenance services under other contracts.
3.1.7. The Lessor shall not interfere with the operation of the Equipment, except in cases where such intervention is necessary to prevent damage to the Cell or other property, including other Cells located in the Lessor's non-residential premises, or to fulfill other contracts between the Lessee and the Lessor, or when such intervention is requested in writing by the Lessee via the communication channels specified in this Agreement.
3.1.8. The Lessor has the right to suspend the Lessee's use of the Cell during maintenance and repair works or in the event of the Lessee's breach of the Agreement's obligations. The period of suspension due to the Lessee's breach does not exempt the Lessee from the obligation to pay rent in full for this period.
3.2. **Lessee’s Rights and Obligations**:
3.2.1. The Lessee undertakes to make timely rent payments in the manner, amount, and within the deadlines specified in this Agreement.
3.2.2. The Lessee must verify the compliance of the Cell with the agreed parameters and accept the Cell by signing the Handover Report.
3.2.3. The Lessee shall use in the Cell only Equipment owned by the Lessee, which is not encumbered by third-party rights.
3.2.4. The Lessee must monitor the operation of the Equipment remotely without being physically present in the non-residential premises where the Cell is located.
3.2.5. The Lessee has the right to unilaterally terminate this Agreement, provided that the Lessor is notified at least 30 (thirty) days before the intended termination date by sending a written notice to the Lessor or an email to the address specified in this Agreement. The 30-day period starts from the date the Lessor receives the notice.
3.2.6. The Lessee is obliged to keep secure their identification data, passwords, and other information necessary for using the Cell under this Agreement, as well as access to their email and phone number, in conditions that prevent third-party access. Any actions performed in the Lessee's Personal Account or using the Lessee’s phone or email are considered to be performed by the Lessee.
3.2.7. In the event of changes to their contact details, location, email address, or phone number, the Lessee must notify the Lessor of such changes within three business days by updating the information in the Lessee's Personal Account or by sending a message via email. Otherwise, the Lessor, who has fulfilled its obligations based on the contact details and information available, cannot be considered in breach of the Agreement, and the Lessee bears all risks of not receiving information, documents, etc., or receiving such information and documents by third parties.
### 4. PAYMENT PROCEDURE
4.1. The Rental Fee is determined based on the selected tariff and is adjusted according to specific rental parameters. The final Rental Fee is specified in the Payment Invoice issued by the Lessor.
4.2. The rental tariffs are published on the Lessor’s Website at cifracapital.ru. The Rental Fee includes parameters such as the amount of utilities consumed by the Equipment, the type and classification of the Equipment placed, and other additional parameters.
4.3. Rent payments to the Lessor must be made based on the issued Payment Invoice, with the payment order indicating the reference to the Invoice number and date in the "payment purpose" field. Rent payments must be made no later than the 3rd (third) day of the month following the month in which the Cell was used.
4.4. The payment date is considered the date the funds are credited to the Lessor’s bank account or the date indicated on the receipt when paying in cash.
4.5. Payment by the Lessee confirms the fact of service provision. The Parties agree that the Lessor does not issue monthly service acts for the rental of the Cell.
4.6. The Lessor reserves the right to unilaterally change and introduce new Rental Fees and Service prices. The Lessor informs the Lessee about changes in Rental Fees and Service prices by posting a notice on the Website, in the Lessee’s Personal Account, and/or via the Lessee’s email.
4.7. Payments under this Agreement are made in Russian rubles in the following manner:
- by transferring funds to the bank account specified in this Agreement and/or in the issued Invoices;
- by paying cash at the Lessor’s office.
4.8. In the event of Cell downtime, i.e., when the Cell is not used for placing Equipment for more than a day but less than a week, the rental cost is calculated according to the following formula: RA = (RS × D), where:
RA - the adjusted rental amount for the month;
RS - the daily rental cost for the specific Equipment;
D - the number of downtime days.
4.9. If it is necessary to remove the Equipment for work to prevent further downtime, the Equipment is handed over to an authorized representative of the Lessee under a Handover Report. In this case, the rental cost of the empty Cell is 100 rubles per day during the first month, 200 rubles per day during the second month, and so on.
### 5. LIABILITY OF THE PARTIES
5.1. For non-performance or improper performance of obligations underthis Agreement, the Parties shall be liable in accordance with the legislation of the Russian Federation and the terms of this Agreement.
5.2. The Lessor's liability for ensuring that the Lessee can exercise their rental rights is limited exclusively to the compensation specified in Clause 5.4 of this Agreement. Under no circumstances shall the Lessor be liable to the Lessee or third parties for any losses (including indirect, incidental, unintentional damage, loss of profit, damage to honor, dignity, or business reputation) incurred by the Lessee or third parties as a result of using or being unable to use the Cell or the Lessee’s Personal Account.
5.3. In the event of a delay in payment of the rent, the Lessor has the right to demand from the Lessee a penalty of 0.5% (half a percent) of the overdue amount for each day of delay.
5.4. In case of delay in providing the Cell, the Lessor is obligated to compensate the Lessee for the documented losses caused by the untimely provision of the Cell.
5.5. The Lessor is not responsible for the compliance of the Equipment with the laws of the Russian Federation and for the procedure for its importation into the Russian Federation in accordance with the customs legislation of the Russian Federation.
5.5.1. Upon written request of the Lessor, the Lessee undertakes to provide the Lessor with copies of licenses, certificates, customs declarations and other documents related to the subject matter of this agreement within 3 (three) business days.
5.5.2. If the Lessee violates the deadlines for submitting documents in accordance with clause 5.5.1 of this Agreement, the Lessee pays the Lessor a fine of 10,000 (Ten thousand) rubles for each case of non-submission
5.6. If the payment is delayed by more than 10 (ten) days, the Lessor has the right to unilaterally terminate this Agreement, dismantle the Lessee's Equipment, and place it in storage. The cost of storage is 1,000 (one thousand) rubles per day. Notification of the placement of Equipment into
storage is sent by the Lessor to the Lessee through the Personal Account or via email, specifying the storage period, address, and location of the Equipment. The payment of penalties and fines does not relieve the Parties of their obligations under this Agreement. After the storage period specified in the notification has expired, the Lessor has the right, at its discretion, to send a repeated notification regarding the storage of the Equipment or to return the Equipment to the Lessee at the address specified in this Agreement.
5.7. If the Lessee evades signing the Handover Report for the Equipment, the Lessor's actions are regulated by Clause 5 of this Agreement in the relevant part (storage and other applicable provisions).
5.8. The Lessee is fully responsible for the legality of importing the Equipment into the Russian Federation and for its movement within the Russian Federation, as well as for its compliance with current legislation. In the event of inspections by government authorities or other authorized entities regarding the Equipment's compliance with national standards or the legality of its importation and movement within the Russian Federation, the Lessee agrees to compensate the Lessor for any losses that may arise due to the discovery of such violations, upon the Lessor's first demand.
5.9. Losses incurred by the Lessor due to the imposition of administrative, judicial, or other penalties because of the Lessee's violation of applicable legislation, including but not limited to violations of intellectual property rights, customs regulations, certification, registration, or operation of the Equipment, shall be fully compensated by the Lessee.
5.10. In the event of the circumstances specified in Clauses 5.7 and 5.8 of this Agreement, as well as in the event of the Equipment being seized by inspecting authorities or other authorized entities, the Lessor has the right to unilaterally terminate this Agreement without recourse to legal action.
5.11. The lessor is not responsible for losses and/or loss of profit of the lessee in connection with interruptions in the provision of services (including utilities) provided to the lessor by third parties
### 6. FORCE MAJEURE CIRCUMSTANCES
6.1. The Parties are released from liability for partial or complete failure to fulfill obligations under the Agreement if such failure is the result of force majeure circumstances that arose after the conclusion of the Agreement as a result of extraordinary events that the Parties could neither foresee nor prevent by reasonable measures, such as fire, earthquake, flood, and other natural disasters.
6.2. The following events are not considered force majeure circumstances for the purposes of this Agreement: the threat of war or military actions, armed conflicts and related situations (including but not limited to blockades, embargoes, sanctions), general or partial military mobilization, riots, acts of terrorism, sabotage, disturbances, invasions, imposition of curfew, pandemic, quarantine imposition, strike, accident, illegal actions of third parties, prolonged transportation delays, prohibition (restriction) of exports/imports.
6.3. Upon the occurrence and cessation of the force majeure circumstances referred to in Clause 6.1 of this Agreement, the Party whose ability to fulfill obligations under the Agreement is impeded must immediately notify the other Party in writing.
6.4. If force majeure circumstances continue for more than two consecutive months, the Parties shall negotiate to identify alternative methods of fulfilling the Agreement and reach an appropriate agreement.
### 7. FINAL PROVISIONS
7.1. This Agreement enters into force from the moment the Lessee accepts its terms and remains in effect until the end of the calendar year in which it was concluded, and in terms of the financial and guarantee obligations of the Parties—until their full execution.
7.2. The Agreement is automatically extended for each subsequent calendar year unless one of the Parties notifies the other Party of its intention to terminate the Agreement before the end of the period specified in Clause 7.1.
7.3. This Agreement may be terminated in accordance with the applicable laws of the Russian Federation, taking into account the specific provisions established by this Agreement.
7.4. The Lessor has the right to terminate the Agreement, in whole or in part, with respect to a specific Invoice if the Lessee violates its obligations under this Agreement, provided that the Lessee is given at least 5 business days’ notice prior to the termination date. If the Lessee remedies the breach within the specified period, the Agreement or Invoice remains in effect.
7.5. The Lessor has the right to unilaterally amend any terms of this Agreement and its appendices by making the corresponding changes to this Agreement and posting a new version of the Agreement on the Website at cifracapital.ru, which comes into effect 10 days after publication. The Lessee is therefore obliged to monitor such changes.
7.6. The Parties recognize the legal force of correspondence, notifications, and documents sent by email, as well as by other means of communication to the details specified in this Agreement, provided that the sender and recipient can be identified. The Parties must maintain confidentiality regarding information that becomes known to them as a result of concluding and executing this Agreement.
7.7. The Lessee clearly and unequivocally expresses its consent to the processing of its personal data provided to the Lessor (including collection, systematization, accumulation, storage, updating, modification, dissemination (including transfer), anonymization, and destruction), with the use of automation tools and/or without the use of such tools in accordance with the provisions of Federal Law No. 152-FZ "On Personal Data" dated July 27, 2006.
7.8. The Parties agree that when executing (amending, supplementing, terminating) this Agreement, the use of signatures by the Parties' representatives, as well as their seals, by means of facsimile, mechanical, or other copying methods, electronic digital signatures, or other analogs of handwritten signatures and seals is permitted. The Parties confirm that appendices to the Agreement signed and executed in the manner specified in this Clause have legal force and are binding on the Parties. The Parties may exchange primary accounting documents and invoices through electronic communication channels using electronic digital signatures.
7.9. The Parties agree that all documents agreed upon and signed by both Parties during the execution of the Agreement and transmitted by email or through the Lessee's Personal Account shall have legal force, provided that the sent message allows for the identification of the Party to the Agreement.
7.10. This Agreement supersedes any prior arrangements, agreements, written or oral negotiations, and understandings relating to the subject matter of this Agreement.
**Lessor:
LLC "TsifraKapital"
TIN 7734398370, OGRN 1177746059842
Location: 121170, Moscow, Municipal District Dorogomilovo, Kutuzovsky Prospekt, Building 36, Structure 41, Room 1/3
E-mail: cifracapital@cifracapital.ru
Settlement Account: 40702810600000034048
Recipient: LLC TsifraKapital
TIN/KIO: 7734398370
Beneficiary's Bank: JSC "Raiffeisenbank"
BIC: 044525700
Correspondent Account: 30101810200000000700**
Компания
Контакты
@cifracapital