1. GENERAL PROVISIONS
1.1 The User Agreement (the “Agreement”) shall be an agreement between the User and the Administrator for the provision of access to the Online Service (software products provision), which supersedes all the previous agreements between the User and the Administrator.
1.2 When using access to the Online Service, the User regardless of its legal status and civil capacity shall be subject to the rules and restrictions set forth herein.
1.3 The Agreement subject to all the amendments shall be published on the Site and in the Mobile Application.
1.4 The User shall confirm that they have fully and completely read the terms and conditions hereof. In the event of the User’s disagreement with any of the provisions hereof, the User may not use access to the Online Service.
1.5 The User shall understand that the Online Service is accessed by downloading and using a computer program (Mobile Application), as well as by entering the relevant data and using the software functions of the Site.
1.6 The User shall agree to comply with the terms and conditions hereof when registering the User on the Site and/or Mobile Application, and/or placing an Order on the Site without registering the User.
1.7 The Administrator may supplement or in any other way amend this Agreement without prior notification of the User. The User shall hereby agree to amend the Agreement without receiving any special confirmation from the User.
1.8 In this Agreement, the following terms shall be used in the following meanings:
- Administrator shall mean a legal entity established in accordance with the laws of the Republic of Azerbaijan – Limited Liability Company “UKLON AZERBAIJAN”;
- User shall mean a legally capable individual, who at the time of registration on the Site and/or Mobile Application, and/or placing an Order on the Site without such registration is 18 (eighteen) years old, or a legal entity that has accepted the terms and conditions hereof and obtained access to the Online Service;
- Online Service “Uklon” (Online Service or Technological Platform) shall mean a technological platform realized as an interconnected set of computer programs and electronic data in the form of digits, letters, symbols, images and their combinations (including graphic information, video information, etc.), designed for automated monitoring, collection, processing, distribution, storage, presentation of data about the Order, which have been placed on it by the Users, and about offers of the Services placed by the Uklon Partners, automatic calculation of the value of the Services, taking into account the supply and demand ratio, weather conditions, route and its load, etc., and which automatically builds-up routes and provides data exchange for communication with the User and the Uklon Partner, and gives the User the possibility to search and read the Uklon Partners’ offers automatically generated according to the Customer’s criteria for potential implementation of the Order, and also to accept or reject the relevant offers of the Uklon Partners, change the recommended cost of the Services, provide assessments of the Online Service and Uklon Partners, and interact with them, use the routes built-up by the program in real time as provided by the available functionality of the Online Service. The Online Service is the result of computer programming related to software products.
- Uklon Partner shall mean a third party (individual or legal entity) that provides and/or offers the User the provision of passenger transportation services by road, the User’s vehicle driving services (driver services), delivery services, and which is in contractual relations with the Administrator on the basis of the Agreement on Providing Access to Online Service (Software Products Provision), which is a public one and concluded through acceptance by such third party of the Public Offer on Providing Access to Online Service (Software Products Provision) published by the Administrator on the Site: https://uklon.eu.
- Order shall mean the User’s order for the provision of passenger transportation services by road, in particular the User’s vehicle driving services (driver services), delivery services structured by the required details.
- Services shall mean passenger transportation services by road, the User’s vehicle driving services (driver services), delivery services provided to the Users by the Uklon Partners. Nothing herein shall be construed or implied that the Administrator provides or may provide the Services.
- Site shall mean a web page on the Internet at URL: https://uklon.eu. The Site is the result of computer programming related to software products.
- Mobile Application shall mean a copy of the computer program in the form of a mobile application for iOS, Android mobile devices titled “Uklon”, which is provided by the Administrator to the User for temporary use (during the term hereof) for the functional purpose of the end user as a tool to access the Online Service.
2. USER REGISTRATION
2.1 To obtain access to the Online Service, the User shall register on the Site or Mobile Application, in which case a unique User account is created that provides access to the Online Service.
2.2 After registration, the User account in the Online Service “Uklon” will be linked to the User’s existing account in Umico marketplace mobile application (“Umico app”) for the purpose of participation in Umico loyalty campaign. If the User has no existing Umico app account, the User, hereby, gives unequivocal consent for automatic creation of such account subject to the rules stipulated in Umico Public Offer available at https://umico.az/ru/public-offer.
2.3 When registering, the User shall provide reliable information about themselves by completing the relevant registration form.
2.4 In the event the User provides inaccurate information during registration or subsequent use of access to the Online Service, the Administrator shall be entitled to suspend or terminate the account (registration) of the User without prior notice or without the consent of the User.
2.5 If the User’s actions may lead to violation of any provisions and rules of the applicable laws, human rights, as well as the possibility of claims against the Administrator or bringing the Administrator to liability for the actions of such User, the Administrator shall be entitled to immediately block the User’s actions and suspend or terminate the User’s account (registration) without prior notice or without any consent from the User.
2.6 The Administrator shall have the right to delete the User’s account in case of its non-use by the User within 12 (twelve) calendar months.
2.7 When registering on the Site and/or Mobile Application, the User shall enter a unique password. The User shall be fully liable for the security of the provided password and protection of its account.
2.8 In case of access by a third party to the User’s account, the User shall immediately notify the Administrator thereof to take the relevant measures, provided that the User can confirm the legitimacy of the account owned by the specific such User.
2.9 The User shall independently ensure that the information about its passwords and other confidential information is maintained. The Administrator shall bear no liability for the consequences of the User’s loss of confidential information about its personal data (login and password). This provision shall cover both the voluntarily transfer by the User of personal data to third parties, and the loss by the User of confidential information about personal data against its will.
3. ACCESSING ONLINE SERVICE WITHOUT USER REGISTRATION
3.1 The User may use access to the Online Service without the User’s registration only when placing the Order on the Site. In this case, the User shall enter its name and phone number in the Order form.
3.2 Regardless of the fact of registration, the User shall undertake to comply with the terms and conditions hereof when using access to the Online Service by any means.
3.3 If the User’s actions may lead to violation of any provisions and rules of the applicable laws, human rights, as well as the possibility of claims against the Administrator or bringing the Administrator to liability for the actions of such User, the Administrator shall be entitled to immediately block the User’s actions without prior notice or without any consent from the User.
4. PERSONAL DATA
5.1 Access to the Online Service shall be provided to the User exclusively for personal non-commercial use, which allows the Users to organize and plan transportation.
5.2 The Administrator shall provide the Uklon Partners with access to the Online Service “Uklon” (driver Mobile Application)_on a contractual basis for the purpose of processing and implementation of the Orders. In case of acceptance of the Order, the Uklon Partners shall provide the Services to the Users. The Administrator shall neither bear liability nor assume any obligations to the Users regarding the Services provided to the Users by the Uklon Partners, and shall not provide any warranties to the Users regarding the quality of such Services.
5.3 The Services shall be provided by the Uklon Partners on the basis of individual agreements between specific Users and Uklon Partners, to which the Administrator is not a party in any case.
5.4 The Administrator shall bear no liability for timing, content, relevance and quality of the Uklon Partners’ provision of information about the Services, availability of the Services at the moment, and the Administrator shall also bear no liability to the Users for possible negative consequences, damages caused to the User due to failure to provide or improper provision of the Services by the Uklon Partners.
5.5 In the event of ordering delivery services, the User shall undertake not to order delivery of items, transportation of which is prohibited by the applicable laws of the Republic of Azerbaijan. The User shall agree that in case of violation of this clause, it is responsible for all the possible risks and/or consequences that may arise in connection with the transportation of such items. At the same time, the Uklon Partners shall be entitled to refuse the User to provide the delivery service in case of detection of items, transportation of which is prohibited by the applicable laws of the Republic of Azerbaijan.
5.6 The Site, Mobile Application, Online Service shall not be intended for placement of confidential information, restricted information, third party information, for placement of which the relevant permissions or powers have not been granted by the Administrator.
5.7 The Administrator shall reserve the right to suspend access to the Online Service or part thereof at any time for any reason or in its absence without prior notification of the User.
6. LIMITED ONLINE SERVICE ACCESS
6.1 When using access to the Online Service, the User may post information and objects of intellectual property rights, including, but not limited to: ratings, reviews, comments on the Online Service and/or Uklon Partners. In this case, when posting information and/or objects of intellectual property rights, the User shall warrant that it lawfully owns such information and/or objects of intellectual property rights or property rights to them, and/or has received all the necessary permits for posting such information and/or objects of intellectual property rights from third parties. In case of claims to the Administrator, the User shall settle such claims independently and at its own expense or compensate the Administrator damages incurred by the latter in connection with the illegal placement of information and/or intellectual property by the User on the Site and/or Mobile Application.
6.2 The Administrator shall reserve the right to refuse from posting, as well as at any time delete / block the information posted by the User, and/or objects of intellectual property rights at its discretion for any reason without notifying the User and without its consent.
6.3 The Administrator shall neither commit actions nor bear liability for authenticity of information, accuracy and legality of posting information and/or objects of intellectual property rights on the Site and Mobile Application. The Administrator shall not check the information and objects of intellectual property rights posted by the Users, and shall bear no liability for their authenticity and legality.
6.4 The Administrator shall undertake to notify the User of claims of third parties regarding the information and objects of intellectual property rights posted by the User. The User shall undertake to grant the Administrator the right to publish the information and/or objects of intellectual property rights posted by the User or delete them.
6.5 The User shall undertake not to use access to the Online Service in order to transmit, place or disseminate in any way information, the content of which is illegal, threatening, defamatory, offensive, infringes intellectual property rights, spreads hatred and/or discrimination against people on any grounds, contains insults and claims against other Users, the Administrator or any third parties, whose rights are established by the Constitution and laws of the Republic of Azerbaijan and other relevant regulations or in any other way violates the laws of the Republic of Azerbaijan. It shall also be forbidden to distribute any information of erotic, sexual and/or pornographic nature or any other information that may be restricted under the laws of the Republic of Azerbaijan on the Site and Mobile Application. If the Administrator incurs any damages related to the posting of illegal information by the User, the User shall reimburse losses to the Administrator in full.
6.6 Information and objects of intellectual property rights posted by the User shall not contain:
- restrictions of minority rights;
- information impersonating other person or a representative of the organization and/or community without sufficient legal grounds, including employees and/or owners of the Administrator, as well as misleading about the properties and characteristics of any entities or objects;
- materials that constitute a state or any other secret and/or materials that the User has no right to make available or disclose in accordance with law or agreement;
- materials that infringe the rights to any patent, trademark, trade secret, copyright and (or) related rights or other intellectual property rights of third party;
- advertising, spam, chain e-mails, invitations to participate in financial services or imposing services in other way;
- materials containing computer codes intended to violate, destroy or restrict the functionality of any computer or telecommunications equipment, or programs for unauthorized access to or by-pass technical means of protection of copyright and (or) related rights, as well as serial numbers to commercial software products, logins, passwords and other means to obtain unauthorized access to paid resources on the Internet.
6.7 When using access to the Online Service, the Users may not store, place, transmit or otherwise disseminate any information and/or objects of intellectual property rights, if such actions may infringe the rights of third parties, including the rights to personal data protection.
6.8 In the event the Users discover information and/or objects of intellectual property rights, the use of which is restricted or the rights to which belong to third parties, the User shall contact the Administrator and report violations, indicating the URL of the information and/or objects of intellectual property rights, which, according to the User, infringe the rights of third parties, and report the nature of such infringement.
6.9 When using access to the Online Service, the Users shall not be allowed to commit any actions that violate or may result in violation of the applicable laws of the Republic of Azerbaijan or laws of other state, in which the User is located, as well as the relevant international law.
6.10 Any materials received by the User using access to the Online Service, the User shall use at its own risk. The user shall solely be liable for any damage or losses that may be caused to the computer and/or data as a result of downloading and using these materials.
7. PAYMENT FOR SERVICES, PROMOTIONAL CODES
7.1 Payment for the Services of the Uklon Partners shall be made by the User in accordance with the tariffs placed in the Mobile Application and on Site. During periods of increased demand / supply for the Services (depending on road, weather conditions, time of day, etc.), a dynamic ratio may be applied, i.e. the User is offered the recommended cost of the Services. The dynamic factor is automatically calculated and edited in real time. The User shall be entitled to agree with the recommended cost by confirming the Order or refuse by reducing the recommended cost of the Services to the standard according to the tariffs. When changing the route or long waiting for a passenger, the cost of the Services shall be recalculated according to the tariffs. The User shall agree that in case of payment for the Services by bank card, the corresponding difference in cost will be deducted from its bank card.
7.2 The User shall pay for the Services directly to the Uklon Partner. Payment in cash shall be made by the User by transferring cash to the Uklon Partner who has provided the Service.
7.3 The User may pay for the Services of the Uklon Partner using bank card through the Mobile Application or on Site. In which case, the User shall automatically go to the site of the relevant payment scheme and enter its personal data and bank card data directly on the site of this payment scheme. The Administrator shall not store or transfer the data of the Users’ bank cards.
7.4 The Administrator shall provide informational assistance to ensure that payments using bank cards from the Users are accepted, and shall be solely liable for the correctness of determining the cost of the Services to be paid in favor of the Partner, and bringing this information to the Users. Acceptance and transfer of payments using bank cards shall be carried out by the relevant payment schemes, which are authorized to provide the relevant services.
7.5 Payment for the Services to the Uklon Partners may also be made by the User through the Mobile Application using Google Pay, Apple Pay, provided that the relevant mobile applications are downloaded to its mobile device.
7.6 Payment for the Services to the Uklon Partners may be made with the bonuses collected through purchases in Umico partner network and Umico app). Such bonuses shall be used as an equivalent of money at the exchange rate applicable in the Umico as of the date of payment to Uklon Partners.
7.7 The User, in addition to paying for the Services to the Uklon Partners in case of payment by bank card or Google Pay, Apple Pay, shall have the possibility to leave tips to the Uklon Partners (funds in excess of the Service fee) upon completion of the Services if the User rates the Partner’s implementation of the Order between 4 and 5 stars.
7.8 The Administrator, during promotional activities and promotions aimed at increasing the interest of the Users in the Online Service and in order to attract the new Users, may provide the Users with promotional codes, which the Users have the possibility to use when making the Orders; to use the promotional code the User shall enter it in the Add promotional code field in the Mobile Application and/or on Site.
7.9 The User shall agree that promotional codes may not be copied, sold, transmitted or disclosed; promotional codes may be used only in accordance with certain conditions set for such promotional codes; promotional codes are not subject to exchange or return, in case of loss promotional codes are not restored; promotional codes may be invalidated or revoked by the Administrator subject to the conditions set for in relevant promotional rules; replacement of promotional codes with money or any other good is not allowed; only one promotional code may be used per trip.
8. RIGHTS AND WARRANTIES OF ADMINISTRATOR
8.1 The Administrator shall warrant that the intellectual property rights to the Online Service, in particular, but not limited to: Online Service “Uklon”, Site, Mobile Application, any components thereof, including program code, other electronic data in the form of digits, letters, symbols, images and their combinations, design elements, text, graphics, illustrations, video information and other objects of intellectual property rights belong to the Administrator.
8.2 The Administrator shall grant the User a non-exclusive intellectual property right to use the Online Service (Technology Platform) and the intellectual property rights included therein, in particular to their reproduction, in whole or in part, on its own computer and/or mobile device, in one copy for each device, public performance and public display.
8.3 The conclusion hereof shall not infringe the intellectual property rights of any third party. In the event of any claims or lawsuits of third parties regarding the User’s use of access to the Online Service, the Administrator shall undertake to settle such claims or lawsuits independently and at its own expense.
9. LIMITED LIABILITY OF ADMINISTRATOR
9.1 The Administrator shall bear no liability for any damage to life and health, any direct and/or indirect damages, material and/or non-material damage, obligations or losses incurred as a result of use or non-use by the User of access to the Online Service, data placed on the Site and/or Mobile Application, due to the inability to access the Online Service or use such access; in connection with the non-provision or improper provision of the Services to the Users by the Uklon Partners; any actions or omissions of the Uklon Partners; the presence or absence of any powers, permits, licenses, approvals for the Uklon Partners, the presence or absence for such persons of special legal status, etc.; unauthorized dissemination, alteration or destruction of the Users’ information due to the use of access to the Online Service.
9.2 The Online Service, Site, Mobile Application shall be provided for use by the Users on the “as is” basis. The Administrator shall bear no liability to the User for ensuring that the Online Service, Site, Mobile Application meet the expectations of the User and/or access to the Online Service is provided uninterruptedly, reliably, without errors. The Administrator shall bear no liability for making changes, temporary or complete termination of the Online Service, Site, Mobile Application or any part thereof and/or access to the Online Service. The functioning of the Online Service and access to it may be disrupted by the force-majeure and other factors, the prevention or overcoming of which is beyond the Administrator.
9.3 The Administrator shall bear no liability for the efficiency and safety and security of information transmitted during payments using the User’s bank cards, including the actions of the bank and international payment schemes, or other participants in the technical process of settlements. All relations in terms of settlements using the bank cards shall be governed by the mandatory terms of the User’s International Payment Schemes and the User’s agreements with the bank that has issued the User’s bank card.
9.4 The Administrator shall always be ready to take into account the wishes and suggestions of any User of the Online Service, Site, Mobile Application regarding their operation.
10. FINAL PROVISIONS
10.1 This Agreement shall be governed by and construed in accordance with the laws of the Republic of Azerbaijan. Issues not regulated herein shall be resolved in accordance with the applicable laws of the Republic of Azerbaijan.
10.2 All possible disputes arising or to arise from the relations regulated herein shall be settled in accordance with the procedure established by the applicable laws of the Republic of Azerbaijan, at the location of the Administrator. Throughout the text hereof, unless explicitly stated otherwise, the term “laws” shall mean the laws of the Republic of Azerbaijan.
10.3 Nothing herein shall be construed as establishing between the User and the Administrator an agency relationship, power of attorney, partnership relationship, joint venture relationship, employment relationship or any other relationship not expressly provided for herein.
10.4 If for any reason one or more of the provisions hereof are declared invalid or unenforceable, this shall not affect the validity or enforceability of the other provisions hereof.
10.5 Omissions on the part of the Administrator in case of violation by any User hereof shall not deprive the Administrator of the right to take the relevant actions to protect its interests later, and shall not determine the waiver of the Administrator’s rights in case of further similar or alike violations.
10.6 This Agreement is made in the Azerbaijani language, but is provided for reading to the Users in Russian and English languages. In case of discrepancies between the terms and conditions hereof in Azerbaijani and its Russian and English translations, only the Azerbaijani version of the document published at: https://uklon.eu, shall prevail.
LLC “UKLON AZERBAIJAN”,
AZ1010, Nasimi District, 153 Neftchilar Ave, Baku
TIN (VOEN) 1406338961
with Kapital Bank JSC Khatai branch
Bank TIN (VOEN) 9900003611
Version effective date: April 10, 2023