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Agreement for Placing Goods from Abroad on the Tapitap Platform (Cross-border)

SECTION "DEFINITIONS"
1. SUBJECT OF THE AGREEMENT, ITS CONCLUSION, AND TERMINATION
2. SALE OF GOODS
3. REMUNERATION, REPORTING DOCUMENTS, AND PAYMENT
4. RESPONSIBILITY
SECTION “PRODUCT CARD”
SECTION “PRODUCT REQUIREMENTS”
SECTION “SERVICE QUALITY INDICATORS”
REPRESENTATIONS AND WARRANTIES SECTION
SECTION “CONFIDENTIALITY AND PERSONAL DATA”
SECTION “REQUIREMENTS FOR ORDER PROCESSING”

SECTION "DEFINITIONS"
Tapitap (also Contractor) – Limited Liability Partnership Global Hub Solutions LLP, BIN: 231240009268, legal address:Republic of Kazakhstan, Astana, Baikonyr district, Egemen Kazakhstan gazeti street, building 3/5, current account (KZT): KZ30601A871021396541, JSC "Halyk Bank of Kazakhstan", SWIFT: HSBKKZKX, beneficiary Code: 17, Email: info@Tapitap.kz
Activation is a confirmation sent by Tapitap to the Customer about the activation of their Personal Account.
Agreement - this agreement concluded between Tapitap and the Customer on the terms and conditions specified below, the text of which is posted in the LC.
Order - a product or set of products that the Client ordered from the Customer on the Platform.
Customer (Seller) is a person who is not a resident of the Republic of Kazakhstan, registered on the Platform, passed Activation, and directly sells goods through the Platform. For the purposes of this Agreement, the Customer is the Customer of the services provided through the Platform.
Integrated delivery method is a method of delivering orders by those Delivery Services that automatically, through the integration of internal systems, transmit information about the status of order movement to Tapitap. In some cases, before setting up the Integrated Delivery Method in the Personal Account, the Customer is required to conclude an Agreement with the Delivery Service.
Product card is a collection of information about a product on the Platform, including images of the product, text describing its characteristics, price and terms of sale, as well as information about the Customer and the manufacturer of the product.
Customer is a fully capable individual who purchases goods from the Customer on the Platform solely for personal needs not related to business activities.
Conversion - recalculation of monetary amounts denominated in one currency into amounts denominated in the currency chosen by the Customer under the Agreement.
Personal Account (PA) - the Customer’s personal page on the Platform, containing information about the Customer, the goods he places and orders from the Customer.
Non-repurchase — a situation when the Client completely or partially refuses the goods in the order upon receipt.
Declared value - the cost of the goods established by the Customer at the time of creating a specific Customer order and recorded in the Personal Account.
Cancellation is a situation when the Client refuses to receive the order before it is delivered or does not show up to receive the order.
Consignment - a product or a set of goods that the Customer has packaged and labeled (if applicable).
Partner is a third-party providing services to the Customer or Tapitap (in the interests of the Customer), including the Tapitap Logistics Partner, Fulfillment Partner, and other partners mentioned in the relevant clauses of the Agreement.
The Platform is an aggregator of information about goods - an information system (computer program) posted on the Site, which provides Customers with the opportunity to place goods for sale, as well as receive information about orders. The Platform functions available to the Customer are determined by Tapitap.
Payment service provider is a legal entity that simultaneously:
(a) within the framework of the agreement concluded with the Customer, provided the Customer with the payment details specified by the Customer in the Personal Account;
(b) is technically accessible for selection by the Customer during registration or in the Personal Account for the purposes of making payments under this Agreement;
(c) has technical integration with Tapitap, within the framework of which Tapitap can transmit the information necessary for the Payment Service Provider for further transfer of funds to the Customer to the Customer’s account opened on the basis of the agreement specified in clause (a) of this definition, for the purposes fulfillment of Tapitap's payment obligation.
Website - www.Tapitap.kz and the Tapitap mobile application, which are owned and administered by Tapitap.
Delivery service is a person who carries out international delivery of orders to Customers on behalf of the Customer on the basis of a separate agreement concluded with him.
Support service - comprehensive services provided to the Customer by Tapitap in advising the Customer on issues related to the implementation of its activities of selling goods to Customers on the Platform, as well as processing requests from Customers to the Customer in accordance with the procedures established in the Section “Requirements for Order Processing”.
Customer's country is the country in which the Customer has a registered presence and/or is registered with the tax authorities in connection with its commercial activities.
Destination country is the country in whose territory the goods are transferred to the Client.
Product is an object of the material world that the Customer has placed for sale on the Platform.
Track number is a unique alphanumeric or numeric code (barcode - identifier) that is assigned to orders and allows you to track the status of their delivery in the Delivery Service.
Notification - an electronic message sent by Tapitap to the Customer in the personal account, as well as by email.
Email - the email address specified by the Customer when registering on the Platform.

1. SUBJECT OF THE AGREEMENT, ITS CONCLUSION AND TERMINATION
1.1. Subject of the Agreement
Tapitap undertakes to provide, and the Customer undertakes to accept and pay for the following services:
(a) providing the Customer with access to posting goods on the Site to enable Customers to order goods;
(b) technical support and support of the Customer’s activities in the Personal Account on the Site;
(c) organizing the process of payment for goods from Customers and transferring funds received for orders to the Customer minus Tapitap remuneration;
(d) information services for Clients (Help Desk services);
(e) development, maintenance, and administration of the Customer’s personal computer;
(f) the dispute resolution function through the Platform;
(g) other services in accordance with the Agreement.
1.2. Third parties
Tapitap has the right to involve third parties in the fulfillment of its obligations under the Agreement and is responsible to the Customer for their improper fulfillment of their obligations. At the same time, within the meaning of this paragraph, the Payment Service Provider is not recognized as a third party.
1.3. Concession
The Customer has no right to assign and/or otherwise transfer rights and/or obligations under the Agreement to third parties without the prior consent of Tapitap. Tapitap has the right to assign and/or otherwise transfer its rights under the Agreement to any third parties without the Customer’s consent.
1.4. Parts of the Agreement
Annexes to the Agreement, including the Regulations, are an integral part of the Agreement. The provisions of the Agreement are applied to the extent that they do not contradict the relevant Appendix.
1.5. Conclusion and duration of the Agreement
The Agreement is concluded by sending Tapitap a text (offer) with notification of Activation and the Customer pressing the “Accept offer” button in the Personal Account (acceptance), as well as any subsequent actions of the Customer in the Personal Account to fulfill the terms of the Agreement. The performance by the potential Customer of any actions in the Personal Account before Activation is not considered acceptance. Transactions concluded by the Parties through actions in the Personal Account are recognized as completed in simple written form. All actions of the Customer in the Personal Account during the period of time during which the Customer is successfully authenticated in the Personal Account have legal significance. The Agreement is recognized as concluded on the date of sending the notification of Activation. The Agreement is concluded for an indefinite period and extends its effect to the relations of its Parties that arose from the date of registration of the Customer on the Platform.
1.6. Activation Refusal
Tapitap has the right to refuse Activation if the potential Customer has not passed the reliability check of Tapitap's counterparties, including if the potential Customer commits violations of the terms of contracts previously concluded with Tapitap, as well as in other cases. If Tapitap has not notified of Activation, then the Agreement is considered not concluded, and the potential Customer does not become a party to the Agreement and has no right to demand recognition of the Agreement as concluded by Tapitap.
1.7. Suspension of execution of the Tapitap Agreement
Tapitap has the right to unilaterally suspend, in whole or in part, the provision of Services by notifying the Customer about this via the Customer’s email address specified in the Personal Account, if:
(a) the Customer’s service quality indicators decrease to critical indicators determined by Tapitap;
(b) the Customer is in arrears to pay any amounts under the Agreement;
(c) the condition of the goods does not comply with the Product Card or the requirements of the Agreement, or the goods have defects not agreed upon by the Parties;
(d) the Customer does not comply with the terms of the Agreement or Tapitap’s instructions regarding the operation of the Platform, and also violates the rights of third parties;
(e) for technical or other reasons. During the period of suspension, no fees will be charged for services directly affected by such suspension;
(f) The Customer did not provide payment details for the payment method specified in his Personal Account.
(g) The Customer does not properly fulfill its obligations to the Clients.
1.8. Amendment of the Agreement
Tapitap has the right to unilaterally make changes to the terms of the Agreement:
(a) on changes in the amount of remuneration;
(b) adding or changing services or technical capabilities of the Platform without increasing remuneration;
(c) about adding or changing services or their cost, which the Customer selects and connects to the Personal Account independently;
(d) to change the List of Prohibited Goods in order to comply with legal requirements, as well as to protect the life and health of Tapitap Clients or employees;
(e) to bring the terms of the Agreement into compliance with changes in legal requirements.
The Customer is obliged to regularly monitor the personal account and email for changes in the Agreement.
If you disagree with the proposed changes to the Agreement, the Customer is obliged to send Tapitap a notice of termination of the Agreement within 7 (seven) calendar days from the date of notification of the changes. Otherwise, such changes from the date of their entry into force are considered agreed upon by both Parties, are subject to application to the relations between them and become an integral part of the Agreement.
1.9. Termination of an agreement
Any Party may terminate the Agreement out of court by sending a notice. Termination date is the last calendar day of the reporting period following the reporting period in which the Party sent the relevant notification.
The Customer has the right to unilaterally, out of court, refuse to fulfill the Agreement in case of disagreement with changes to the Agreement. The date of termination is the 7th (seventh) calendar day from the date of sending the Notification. In this case, the Customer undertakes to fulfill all obligations to TapiTap and/Or Clients that arose before the date of termination of the Agreement.
Tapitap has the right to unilaterally, out of court, refuse to fulfill the Agreement by sending a notice, and the date of termination will be the date of sending such notice:
(a) if any of the Representations is found to be untrue, invalid, inaccurate or misleading;
(b) if the Customer commits significant violations of obligations under the Agreement, including, but not limited to: providing false information about the product, failure to provide information at Tapitap’s request, or preventing Tapitap from checking the goods and Product Cards for compliance with the requirements of the Agreement or the law, violation of exclusive or other rights of third parties, transfer of low-quality goods, goods different from the description in the Product Card, or goods that are counterfeit under the laws of the Customer’s Country or the Destination Country, transfer of goods other than those ordered by the Client, sale of goods without actually sending them to the Client, violation payment obligations; or
(c) in other cases, provided for by law or the Agreement.
Termination of the Agreement is carried out in the following order:
(a) on the date of notification, Tapitap stops providing Services under the Agreement (except for services related to Customer returns), including payment of funds due to the Customer until the final reconciliation report under the Agreement is prepared, and makes the Customer’s goods unavailable for sale;
(b) no later than the date of termination (or as soon as possible if one of the Parties unilaterally refuses) Tapitap sends the Customer an electronic reconciliation report, which the Customer must agree upon within 3 (three) business days or send his own version of the reconciliation report, otherwise the reconciliation report is considered agreed by the Parties.
The terms of the Agreement after the date of termination, to the extent applicable, remain in effect until the final settlement between the Parties.

2. SALE OF GOODS
2.1. Concluding transactions between the Customer and the Client
The Customer and the Client enter into a transaction for the purchase and sale of goods based on the legislation of the Republic of Kazakhstan regulating the sale of Goods for individual citizens (residents) of the Republic of Kazakhstan.
By entering into this Agreement, the Customer unconditionally and irrevocably confirms that the Customer is familiar with and agrees to the terms of the public offer agreement concluded between Tapitap and the Clients.
2.2. The price of the product
The customer independently determines the price of the product, which does not include the cost of delivery of the product, and indicates it in the Personal Account.
2.3. The procedure for determining the price of goods
The customer sets the price of the goods in the personal account in tenge (Kazakhstan).
2.4. Product discount
Tapitap reserves the right, at its own expense, to provide a discount on any product (indicating the amount of the discount in the Product Card). In this case, the cost of Tapitap services is determined based on the actual sales price of the goods. The Tapitap discount does not reduce the amount of money due to the Customer upon the sale of such goods.
2.5. Communication Rules
Unless the Agreement expressly provides otherwise, any official correspondence and communication between the Parties and all messages and/or notices under the Agreement, including, but not limited to, Notices:
(a) are issued in the form of electronic messages in Russian or English;
(b) sent through the Personal Account and/or to the Customer’s email address specified during registration on the Platform; And
(c) are considered received on the day of sending (if sent from 00:00 to 20:00 Astana time) or the next day after sending (if sent from 20:00 to 00:00 Astana time).
The Customer undertakes to regularly check the personal account and email. Tapitap is not responsible for any negative consequences due to the Customer’s failure to timely familiarize itself with notifications. Unless the Agreement expressly provides otherwise, the Parties recognize the legal force of any official correspondence and communication between the Parties and all messages and/or notifications under the Agreement, including, but not limited to, Notifications received during communication via the Customer’s personal account and/or email specified during registration on the platform.
2.6. Changing addresses and details
The parties are obliged to notify each other via e-mail about changes in their legal addresses, addresses for returning goods by Customers, details, telephone numbers and e-mail addresses within 1 (one) business day from the date of changes.
2.7. Support
Tapitap provides round-the-clock advice to the Customer through the Personal Account on any issues related to the sale of goods on the Platform. Any oral request to the Support Service is considered received at the time of its registration by the Support Service.
2.8. Other terms of sale of goods
With the exception of the price of the goods, the Customer instructs Tapitap to determine all other conditions for the sale of goods through the Platform. The conditions and terms of return are determined by Tapitap independently. The Customer agrees to these terms in full.

3. REMUNERATION, REPORTING DOCUMENTS AND PAYMENT
3.1. TAPITAP REWARD
The commission amount under the agreement for placing goods on the electronic platform and providing services is specified in Appendix No. 1 to this agreement.
3.2. ACCOUNTING DOCUMENTS
3.2.1. Transmission of Reporting Documents to the Customer
Tapitap shall send the Sales Report (in the format specified in Appendix No. 2 to this Agreement) to the Customer within 5 (five) calendar days from the conclusion of each reporting period (every 15 days of the reporting month), detailing the Customer's sales and returns as a result of the services provided, along with any other necessary documents in the LC. The report includes information on the name and quantity of goods sold and returned, as well as the amount of Tapitap's remuneration.
3.2.2. Approval of Reporting Documents
Within 3 (three) working days of receipt of the Reporting Documents from Tapitap, the Customer must:
a) Sign the documents if there are no disagreements;
b) If there are disagreements, provide substantiated objections to Tapitap in the form of a protocol of disagreements. Upon receipt of the protocol of disagreements, Tapitap will make the necessary amendments and resend the revised documents to the Customer for signing.
3.2.3. Service Acceptance in the Absence of Feedback from the Customer
If the Customer fails to sign the Reporting Documents within the specified period, documents unilaterally signed by Tapitap are considered:
(a) Agreed upon by both Parties (with the approval date being the last day of the feedback period specified for the Customer);
(b) Confirmation of the Customer's agreement to all amounts and conditions specified therein and a valid basis for payment.
3.2.4. Reconciliation Report
At the end of each calendar quarter, Tapitap may provide a Reconciliation Report to the Customer for the previous calendar quarter in the personal account no later than the 15th (fifteenth) day of the following month.
The Customer must agree to the Reconciliation Report or raise objections within 15 (fifteen) working days after receiving it. Regardless, both Parties must reconcile the report before the end of the next calendar quarter. If the Customer does not raise objections within the stipulated period, or fails to specify the documents in disagreement, the Reconciliation Report posted by Tapitap in the Personal Account is considered:
(a) Approved by both Parties (with the approval date being the last day of the feedback period specified above for the Customer), confirming the Customer's agreement to all amounts and conditions specified in the Reconciliation Report.
In case of Agreement termination, the Customer has 3 (three) working days to approve the Reconciliation Report. Reconciliation is conducted quarterly only, and Tapitap does not provide interim reconciliation reports upon Customer request.
3.2.5. Legal Validity of Documents
The Parties acknowledge the legal validity of documents exchanged electronically, including via the Internet and telecommunications network, as well as other documents.
The Parties agree that the transmission of Reporting Documents to the LC serves as adequate confirmation of:
(a) Tapitap's proper fulfillment of the obligation to transmit Reporting Documents;
(b) The Customer's full acceptance of services provided by Tapitap in the absence of disagreements, as sent in accordance with the Agreement.
The Parties recognize Tapitap data displayed in the Personal Account as the primary and reliable source of information regarding the fulfillment of obligations under the Agreement.

3.3. PAYMENT
3.3.1. Features of Fund Transfer Services
Regarding the Parties' obligations to ensure Tapitap accepts funds from Customers for goods through the Site, Tapitap acts as an agent on behalf and for the account of the Customer. All funds received by Tapitap for goods sold under the Agreement belong to the Customers and remain at the disposal of Tapitap as an agent, acting on its own behalf but on behalf and at the expense of the Customer until mutual settlements are made.

3.3.2. Transfer of Funds to the Customer
Tapitap transfers funds received from Clients to the Customer within 5 calendar days from the actual delivery date of the goods to the Client and after 15 calendar days from the delivery date to the pickup point for unclaimed goods. In the case of unclaimed goods, they are not returned to the Customer.
Tapitap transfers funds for the Customer's goods ordered and received by Customers twice a month as follows:
(a) By the 25th-27th day of the reporting month, Tapitap transfers funds to the Customer based on the Interim Sales Report from the Personal Account as of the 15th calendar day of the reporting month.
(b) Within 10-12 calendar days from the date of approval of the Reporting Documents, Tapitap transfers to the Customer the difference between the amount stated in the Reporting Documents and the amount paid in accordance with paragraph (a) of this section.
If the funds transfer falls on the last day of the specified period, the transfer is executed on the next working day of Tapitap Bank.
Transfer of funds is made to the bank account of the Customer or Payment Service Provider. A possible method of mutual settlements is indicated in the LC.
The Customer undertakes to provide Tapitap with complete and accurate payment details, as well as to keep such details up to date. Upon receiving a notification about the need to change the method of mutual settlements or provide details in a different currency, the Customer undertakes to promptly update the payment details in the personal account.

3.3.2.1. Transfer of Funds to the Customer Using the Payment Service Provider
Tapitap has the right to offer the Customer only a method of mutual settlements through the Payment Service Provider. In this case, Tapitap transfers funds to the bank account of the Payment Service Provider, indicating the information necessary for the Payment Service Provider to further transfer funds due to the Customer under the Agreement. Tapitap reserves the right to engage Payment Service Providers at its sole discretion.
For clarity, if the Customer chooses payment through the Payment Service Provider:
(a) This choice constitutes a direct order to fulfill Tapitap's obligations by transferring funds to the bank account of the Payment Service Provider;
(b) Any monetary obligations of Tapitap to the Customer under the Agreement are considered duly fulfilled from the date of debiting funds from Tapitap’s current account (in accordance with clause 3.3.8 of the Agreement).
3.3.3. Minimum Amount to be Transferred
If the amount of funds collected during the reporting period for the Customer’s goods does not exceed 500,000 tenge, Tapitap transfers the collected funds to the Customer on the nearest payment date upon reaching the specified amount.
3.3.4. Deduction of amounts
Tapitap withholds the following amounts from the funds to be transferred to the Customer for obligations:
(a) Amounts subject to refund to Clients for canceled orders or based on the outcome of consideration of their claims, including claims for delayed delivery.
(b) Amounts reserved for claims under consideration. If the claim is resolved in favor of the Customer, then the funds for such claims are transferred to him with the next payment in accordance with the terms of the Agreement;
(c) Tapitap remuneration, calculated from the amount in the Customer’s currency under the Agreement;
(d) The amount of overbilled expenses, penalties, and damages due to Tapitap.
(e) The cost of delivery paid by the Customer if the goods were returned by the Customer and the dispute regarding the goods was resolved in favor of the Customer.
3.3.5. Invoicing
If necessary, Tapitap issues invoices for payment in LC.
3.3.6. Right to Offset
Tapitap reserves the right to conduct unilateral offsets against the Customer's counter-monetary obligations arising under the Agreement and other agreements concluded between the Parties, accompanied by sending a document confirming the offset of counterclaims.
The Parties have mutually agreed that if Tapitap and the Customer possess counter-monetary obligations expressed in different currencies, the Customer's monetary obligation is transformed into a monetary obligation expressed in the same currency as Tapitap's counter-obligation, for subsequent offsetting of these homogeneous obligations of the Parties, without the need for a separate agreement on this matter, by Tapitap sending a notice of innovation. The date of such novation of the original obligation into a newly emerging obligation is the date on which Tapitap provides notice of the novation. The amounts of the new monetary obligation and the newly arising monetary obligation are determined based on the notification of novation sent to Tapitap. Currency conversion is performed at the rate established by Tapitap on the date of innovation. For clarity, the Parties have concurred that such novation terminates the obligations associated with the original obligation and under no circumstances terminates the other obligations of the Parties under the Agreement.
3.3.7. Customer's Currency under the Agreement
Funds from Customers for orders placed on the Site are accepted by Tapitap in Kazakhstani tenge and transferred to the Customer in yuan (People's Republic of China), at the rate determined by Tapitap, on the date of payment to the Customer from Tapitap in accordance with the terms of the Agreement. The Customer assumes all currency risks and will not make any claims in the event of a change in the tenge exchange rate against the yuan.
3.3.7.1. Changing Payment Currency
Tapitap has the authority to change the payment currency to the currency of the Customer's Country or any other currency available in the Customer's Country by sending a notification to the LC. As of the date of receipt of the notification, funds owed to the Customer in the currency under the Agreement will be transferred in the altered currency at the rate established by Tapitap on the date of the bank payment order generation.
3.3.8. Fulfillment of Payment Obligations
The obligation to pay any amount under the Agreement is considered fulfilled at the moment the funds are debited from Tapitap's current account.
3.3.9. VAT
The cost of Tapitap services does not include VAT. If any of Tapitap's services are subject to VAT in accordance with the laws of the Republic of Kazakhstan, the tax will be calculated by Tapitap at the prevailing rate and presented to the Customer in addition to the cost of the services.
3.3.9.1. VAT According to the Laws of the Client’s Country
If, in accordance with the legislation of the Client's country, Tapitap is required to pay VAT or other similar tax regarding goods sold by the Customer through the Platform, then the Customer shall pay the sales price of the goods established by the Customer and the amount of the applicable tax.
The tax amount paid by the Customer for the goods is credited by Tapitap to its own account and remitted to the budget of the state that imposed such tax, in the manner and within the time limits prescribed by law. The tax amount does not increase the sales price for the Customer and is not reflected in the Customer’s Reporting Documents.
3.3.10. Suspension of Transfer of Funds to the Customer
If instances of Customer violation of the Agreement terms are identified (including the provision of goods other than those ordered by the Client, goods of inadequate quality not accepted by the Client or accepted with complaints, provision of counterfeit goods under the laws of the Customer’s Country or the Destination Country), or if Tapitap lacks (due to failure by the Customer) complete and reliable payment details of the Customer, including within the framework of the modified method of mutual settlements in the personal account or details in the currency of the Customer’s Country, Tapitap has the right to suspend the transfer of funds until the circumstances of the violation are clarified or complete and reliable payment details of the Customer are received. Tapitap notifies the Customer of the occurrence of the circumstances specified in this paragraph.
The Customer agrees that, within the scope of this clause, he does not have the right to charge Tapitap interest for the use of other people's funds.
3.3.11. Responsibility for Information About Payment Details
The Customer bears responsibility for any adverse consequences associated with specifying payment details during registration or in the personal account (for any chosen payment method), failure to provide and/or provision of incomplete or unreliable payment details, as well as for consequences associated with the internal policy and/or regulation of the bank and/or payment service provider, of which the Customer is a client.
3.3.12. All matters related to the provision of payment receipts, invoices, and other documents required by the Client confirming payment for the Goods shall be resolved by the Customer independently with the Client.

4. RESPONSIBILITY
4.1. General Liability Provisions
In the event of failure or improper fulfillment of obligations by either Party under the Agreement, the Parties shall be liable as per the terms outlined in the Agreement. Matters not covered by the Agreement shall be governed by the legislation of the Republic of Kazakhstan unless specified otherwise in the Appendix to the Agreement.
4.2. Tapitap Limitation of Liability
To the fullest extent permitted by law, the Parties agree that:
(a) Claims against Tapitap under the Agreement shall be limited to actual damages and shall not include lost profits or other consequential damages;
(b) Tapitap shall be relieved of liability for failure to perform or improper performance of obligations if the Customer fails to notify Tapitap of its claim within 10 (ten) calendar days from the date the claim arises;
(c) The Customer will indemnify Tapitap against any third-party claims related to the Agreement and cover any resulting property losses, costs, and expenses, including legal fees;
(d) Tapitap bears no responsibility for the quality of goods provided by the Customer to the Client;
(e) Tapitap shall not be liable for failure or improper performance of obligations if the Customer has provided Tapitap with untrue, incomplete, inaccurate, or misleading information. Claims arising from incomplete/unreliable/incorrect information must be settled at the Customer's expense;
(d) Tapitap is not responsible for non-fulfillment or improper performance of obligations by logistics companies recommended by Tapitap.
4.3. Compensation for Damage
The Customer must compensate Tapitap for documented and justified damages/losses resulting from violations such as:
(a) Violation of consumer rights legislation in the Republic of Kazakhstan;
(b) Breach of representations made in the Representations and Warranties section;
(c) Violation of confidentiality;
(d) Infringement of Tapitap's or third parties' intellectual property rights;
(e) Providing incomplete/inaccurate/incorrect information;
(f) Violation of tax legislation in the Republic of Kazakhstan, resulting in Tapitap incurring additional taxes, penalties, fines, or losses;
(g) Violation of the quality of goods provided to the Client.
4.4. Compensation for Losses
The Customer agrees to fully compensate Tapitap for any property losses incurred due to claims or lawsuits from third parties, including government agencies, related to the Customer's lack of rights to use trademarks posted on the Platform in connection with the sale of goods.
4.5. Customer's Responsibility for Goods Safety
The customer assumes full responsibility for the safety of the goods upon delivery. Any claims regarding damage to the goods during shipment are resolved in favor of the Client. The Customer is required to insure the goods upon delivery for their full value to ensure reimbursement for any lost goods.
4.6. Payment of Compensation
Penalties or losses stipulated in the Agreement and its Appendices are accrued and paid based on a written request posted in the Customer’s personal account and subject to agreement by Tapitap. The compensation amount is limited to the price of the goods specified in the LC by the Customer, after applying any discounts established by the Customer on the calculation date, minus the Tapitap Commission. Compensation payment is made in the Customer's currency under the Agreement. Tapitap may request documentary evidence of the goods' price as indicated in the LC by the Customer, and the Customer must provide this within 5 (five) working days. Failure to provide documents within the specified period may result in the determination of the goods' price based on the minimum specified by the Customer in the Personal Account for the last 3 (three) months. In case of price discrepancy, compensation is determined based on the documents provided by the Customer.
4.7. Force Majeure Circumstances
The parties are not liable for non-fulfillment or improper fulfillment of obligations under the Agreement due to extraordinary and unavoidable circumstances (force majeure) occurring after order acceptance, confirmed by competent authority documents. If force majeure circumstances persist continuously for more than 2 (two) months, either Party has the right to terminate the Agreement without compensating the other Party. The affected Party must notify the other Party within 5 (five) calendar days from the occurrence of such circumstances.
4.8. Applicable Law and Dispute Resolution
Unless otherwise stated in the Appendices, the Agreement is governed by and interpreted in accordance with the legislation of the Republic of Kazakhstan. The parties will strive to resolve disputes through negotiations. The period for claim consideration is 15 (fifteen) calendar days from receipt. Any dispute arising from the Agreement shall be resolved through arbitration conducted by the International Arbitration Centre of the Astana International Financial Centre (“IAC”), in accordance with its Arbitration and Mediation Rules, forming an integral part of this Agreement. The dispute will be heard by one arbitrator. The arbitration language is Russian, and the proceedings take place in Astana, Republic of Kazakhstan. The applicable law is that of the Republic of Kazakhstan.
4.9. Language of the Agreement
This Agreement is drafted in both Russian and English. In case of any discrepancy between the Russian and English versions, the Russian version prevails. Separate Appendices to this Agreement may be exclusively drafted in Russian.

SECTION “PRODUCT CARD”
1. Creating a Product Card
The customer, via the Personal Account, independently creates a new Product Card or adds their price offer to an existing Product Card. The Customer who initiates the Card creation reserves the right to prohibit its copying and/or duplication by other Customers. Tapitap is authorized to set the maximum number of Product Cards that a customer can create.
2. Responsibility for Information in the Product Card
The Customer is accountable for the completeness and accuracy of the information in the Product Card, ensuring compliance with legal requirements and the Agreement. Maintaining the relevance and accuracy of product information, assortment, and pricing in the Product Card is the Customer's obligation. Any inaccuracies on the Product Card led to the Customer bearing the resulting negative consequences, including inaccurate data affecting the calculation of the Tapitap Reward.
The Customer is prohibited from including information (including images) in the Product Card that:
(a) is unrelated to the product and/or its description;
(b) is prohibited for distribution under the legislation of the Republic of Kazakhstan;
(c) incurs administrative or criminal liability according to the legislation of the Republic of Kazakhstan;
(d) contains content such as terrorist activity calls, extremism, pornography, violence, or hate speech;
(e) includes contact details, messenger accounts, email addresses, or links to third-party websites.
3. Reporting Discrepancies in the Product Card
Upon detecting any discrepancies in a Product Card, the Customer must promptly inform Tapitap about them, detailing the identified issues.
4. Product Card Processing
In case of law violation or non-compliance with the Agreement terms, Tapitap reserves the right to inspect any Product Card (during creation or after posting on the Platform) and, if necessary:
(a) request changes from the Customer (which must be promptly implemented);
(b) adjust the product category or content of the Product Card, including attribute values;
(c) correct information translation in the Product Card without altering its meaning;
(d) block the Product Card on the Platform, rendering the product unavailable for Client orders. The Customer authorizes Tapitap to use information from manufacturers/official distributors' official websites when inspecting and modifying the Product Card.
5. Product Card Blocking
Tapitap may block a Customer's Product Card without prior notice in cases such as:
(a) misplacement of the product in a category;
(b) incorrect product type designation;
(c) mismatch between product name and description;
(d) non-compliance of description with Tapitap requirements;
(e) image discrepancy with the product name;
(f) image inconsistency with stated characteristics;
(g) product marked as "in stock" but later canceled due to being "out of stock";
(h) copyright holder's complaint regarding trademark infringement;
(i) notification of counterfeit product.
6. Use of the Product Card
Tapitap has the right to display the Product Card and/or its information blocks:
(a) on the Platform alongside price offers for similar products from other Customers;
(b) on third-party platforms for advertising and marketing purposes, with additional costs determined by Tapitap in accordance with the Agreement terms.
7. Hiding the Product Card
Tapitap reserves the right to conceal Product Cards with low efficiency (irrelevant products) from the Platform. Tapitap establishes Product Card performance criteria and hides cards if these criteria are not met.

SECTION “PRODUCT REQUIREMENTS”
1. GENERAL PRODUCT REQUIREMENTS
1.1. Compliance with Platform Requirements
Goods must adhere to the terms outlined in the Agreement and match the description provided in the Product Card in all aspects, encompassing but not limited to dimensions, weight, and other specifications mandated by Tapitap in the LC. Failure to meet any of these requirements grants Tapitap the authority to suspend its obligations concerning such products.
1.2. Product Quality
Products must meet acceptable standards of quality, meaning they should be suitable for their intended purpose and devoid of any visible alterations, deformities, or damages to either the product itself or its packaging. Upon Tapitap's request in the LC, prior to or post the commencement of product sales, the customer must furnish details (and/or upload copies) of documents attesting to the product's compliance with all mandatory quality standards, ensuring the currency of such documents in the LC (if they undergo changes).
1.3. Rights to Intellectual Property Results (RIP)
The Customer must secure exclusive rights, licenses, or any other requisite permissions to utilize third-party trademarks, trade names, service marks, commercial designations, images, or other protected intellectual property rights for all products. Upon Tapitap's request, before or after initiating product sales, the Customer must provide copies of documents substantiating the right to employ RIP, including within the Destination Country. The Customer assures that the provision of said documents does not infringe upon any agreements with third parties, including confidentiality agreements concerning restricted information (such as trade secrets, personal data, etc.), and complies with pertinent provisions of prevailing legislation. The Customer consents to Tapitap verifying the accuracy and validity of the provided documents, including by contacting the issuing entities, signatories, or individuals indicated therein as contacts/authorized representatives. The Customer also ensures that Tapitap's communication with these entities does not violate their rights, and where mandated by applicable law, all necessary consents/authorizations for Tapitap's interaction with them have been obtained.
1.4. Copyright Holder's Notice
If Tapitap receives a complaint from a trademark owner regarding an infringement of exclusive rights to a product listed by the Customer on the Platform, Tapitap requests documentation from the Customer confirming their right to sell said goods, which the Customer must promptly supply. Until the provision of documents, Tapitap reserves the right to block the Customer's Card, rendering it inaccessible for order placement. Once the documents are furnished, Tapitap assesses the legality of listing the Customer's goods on the Platform for sale. If found compliant, Tapitap lifts the block from the Customer's Product Card. The copyright holder retains the right to review the documents provided by the Customer concerning the disputed goods, along with a list of Customers selling goods for which the copyright holder holds exclusive rights. The Customer consents to Tapitap sharing their contact information with the relevant copyright holder upon the latter's justified request for the purpose of pre-trial dispute resolution and/or legal action regarding copyright violations. Tapitap bears no responsibility for providing such data to the copyright holder, its utilization by the copyright holder, and does not partake in subsequent interactions between the Customer and the copyright holder.
1.5. Provision of Documents
The Customer is obligated to furnish Tapitap with confirmation of the product's compliance with legal requirements and the Agreement within 3 (three) calendar days from the date of the request. Additionally, upon receipt of an application from the copyright holder, the Customer must provide confirmation of the product's lawful listing on the Platform.
1.6. Product Packaging
Products should be delivered in containers and/or packaging that ensure their safety (and if necessary, tightness) during transportation, sorting, warehousing, loading, and unloading under normal conditions. Packaging must adequately support the weight of the goods and, for products with protruding sharp parts or corners, protective covers or sturdy packaging that prevents sharp elements from extending beyond its confines must be utilized.

2. LIST OF PROHIBITED GOODS
The Customer does not have the right to place for sale on the Platform goods whose remote sale is prohibited or limited by the legislation of the Republic of Kazakhstan, including, but not limited to, the following goods:
drones, unmanned aerial vehicles and spare parts for them;
radio navigation receivers, navigation devices;
cpu board for relay module, telecommunication modules ( srtu )
microcircuits, RAM memory;
alcoholic products;
precious and rare earth metals;
weapons, ammunition, explosives and products, explosives, cartridges, gunpowder;
radioactive materials, X-ray equipment and devices operating with the use of radioactive substances and isotopes;
products of an erotic and pornographic nature;
encryption technology;
poisons, narcotic drugs and psychotropic substances, their precursors;
human remains and ashes;
infectious substances (biological materials, injection solutions, immunobiological preparations);
products made from toxic materials;
ethyl alcohol and other alcohol-containing products;
special and other technical means intended for secretly obtaining information;
all types of weapons;
goods that are objects of cultural heritage;
pesticides and agrochemicals;
products obtained as a result of poaching activities;
tobacco products;
jewelry (except for items permitted for sale in accordance with the legislation of the Republic of Kazakhstan)
medicines, vitamins, dietary supplements (with the exception of dietary supplements that have Kazakhstan certification);
hookahs, bongs ;
devices for consuming nicotine-containing products, nicotine-containing products (including products with heated tobacco, solutions, liquids, mixtures or gels, including nicotine-free liquids);
Covid-19 tests, except those intended for home use;
veterinary drugs;
vitamins for animals;
live plants, plant seeds;
seat belt adapters; including seat belt webbing corrector, seat belt webbing adapter, webbing guide, seat belt pad, seat belt triangle;
frameless child seats;
road signs;
precious stones not included in jewelry;
food products with the exception of groceries, confectionery and drinks with a storage temperature of 17 to 24 degrees Celsius;
category “Airsoft and pneumatics”: products with muzzle energy more than 3 J;
live animals and insects;
gas canisters for self-defense, as well as any mechanical sprayers, aerosols and other devices containing tear or irritant substances;
mercury thermometers;
Dietary supplements, which include plants and their products containing psychotropic, narcotic, potent or toxic substances (in accordance with Appendix No. 7 to the Technical Regulations of the Customs Union “On Food Safety”);
poppers ;
used goods;
pyrotechnic products of IV and V hazard classes;
disposable electronic cigarettes and vape liquid , including nicotine-free ones ;
net fishing gear;
electrofishing systems and fishing devices using electric current;
traps and traps;
collars for correction of animal behavior with electric and/or ultrasonic and/or sound effects;
goods, the appearance (including images placed on them) or the content of which includes propaganda of narcotic drugs, psychotropic substances and their precursors; propaganda of cruelty to animals; propaganda or public display of Nazi paraphernalia or symbols; propaganda of non-traditional sexual relationships, gender reassignment, pedophilia;
goods intended for free distribution (marked “Not for sale”);
food products containing fly agarics;
goods intended for the burial ritual (coffins, textile sets and clothing items, accessories for burial);
digital goods, including on any type of physical media;
special means of traumatic and restraining action;
body armor, helmets and helmets;
night vision devices, optical, laser, collimator sights and other types and modifications of sights;
thermal imagers, gas masks, chemical and gas protection kits;
slingshots, bows, crossbows and other similar devices;
laser markers and target designators, including laser pointers;
universal keys for intercoms that can be used without unique settings (“all-terrain keys”).

SECTION “SERVICE QUALITY INDICATORS”
1. Service Quality Metrics
Tapitap reserves the authority to establish service quality metrics for the Customer, which may include the Customer's price index compared to market prices, order cancellation rate relative to the total number of orders, rate of late deliveries attributable to the Customer's actions, along with other pertinent indicators and their respective critical thresholds. Tapitap retains the right to unilaterally modify these metrics and their critical thresholds, providing notification to the Customer accordingly.
2. Decline in Performance
In the event of a decline in the quality of the Customer's service, Tapitap is empowered to impose restrictions on the placement of goods on the Platform and implement other measures limiting Platform usage. Should the quality of the Customer's service deteriorate to a critical level, Tapitap reserves the right to suspend fulfillment of obligations under the Agreement or terminate the Agreement entirely.
3. Blocking and Access Restrictions
Tapitap possesses the authority to block the Customer's Product Cards and restrict their access to the Platform if service quality indicators decline. Prior to implementing such measures, Tapitap issues a notice to the Customer, outlining the necessity to rectify service quality indicators at least 7 (seven) calendar days in advance. Following the blocking of Product Cards and access restrictions on the Platform, the Customer retains the right to rectify service quality indicators and submit a request to Tapitap for removal of the block and restrictions.

In the event of Agreement violations, Tapitap reserves the right to block the Customer's Product Cards and restrict access to the Platform without prior notice to the Customer.

REPRESENTATIONS AND WARRANTIES SECTION
Customer provides Tapitap with the following Representations and Warranties:

1. Accuracy of Representations
All Representations are true, valid, accurate, and not misleading as of the date of the Agreement and throughout its duration. If any circumstances arise that may indicate their unreliability, invalidity, or inaccuracy, the Customer is obligated to promptly notify Tapitap. The parties acknowledge that Tapitap relies on the representations and warranties provided by the Customer.
2. Compliance with Legal Requirements
The Customer guarantees that they possess all the necessary rights and authority to conduct business activities (legal capacity) and have obtained all required permits from authorized bodies or organizations to exercise rights and fulfill obligations under the Agreement.
All documents and information provided before or during the preliminary legal and financial verification process conducted by Tapitap, including due diligence procedures and anti-money laundering checks (where applicable), were accurate, valid, and not misleading when provided.
The Customer agrees that Tapitap may conduct due diligence checks on the Customer at any time to monitor Platform usage, Order execution, and compliance with the Agreement, including requesting supporting documents and assessing their reliability and accuracy. The Customer warrants that providing such documents and information does not violate any agreements with third parties or applicable laws regarding confidentiality or restricted information.
The Customer confirms their compliance with all applicable laws, including those related to anti-money laundering, anti-corruption and bribery, sanctions compliance, countering illegal trade, prohibition of child or forced labor, proper use of confidential information (including insider information), and agrees not to engage in activities that could violate such laws or encourage others to do so.
The Customer guarantees the implementation of sufficient and effective internal control systems, measures to detect and prevent bribery and corruption involving its employees, and compliance with laws related to proceeds from crime, sanctions, illegal trade, and confidential information.
3. Disclosure
The Customer possesses the organizational, financial, human, and other resources necessary for the proper execution of the Agreement and has disclosed all material information about its affiliates, financial position, and activities. There are no undisclosed documents or information that could negatively affect Tapitap’s assessment of potential risks associated with the Agreement, and the Customer is not aware of any undisclosed facts or circumstances that could impact Tapitap’s decision to enter into the Agreement.

4. Rights of Third Parties
Product cards created by the Customer, along with the information contained therein and other materials provided to Tapitap in connection with the Agreement:
(a) comply with the legislation of the Republic of Kazakhstan and do not infringe upon the legitimate interests and rights of third parties, including intellectual property rights, and are suitable for posting on the Internet; and
(b) do not violate personal rights, privacy, or other intangible benefits of third parties, and the Customer has obtained consent for the use of images and other materials from relevant third parties.
5. Rights to Intellectual Property
Regarding the Product Cards, their components, and other materials transferred to Tapitap:
(a) The Customer holds the exclusive rights or necessary licenses/rights to use any intellectual property contained therein;
(b) The Customer has obtained all necessary consents for the use and publication of intellectual property without attribution and for making modifications or additions to them;
(c) The Customer has obtained all necessary consents for the use of trade names, trademarks, and other protected information of third parties.
6. Claims
The customer agrees to address any claims independently and at their own expense:
(a) regarding the goods they offer for sale on the Platform (including, but not limited to, any claims related to warranty and post-warranty service of goods), and also agrees to reimburse Tapitap for all documented and justified costs, expenses, and losses associated with the resolution of such claims by Tapitap;
(b) arising from damage/destruction of third-party property resulting from the transfer of goods that do not meet the requirements of the Agreement;
(c) related to the violation of rights or legitimate interests of third parties (including intellectual property rights) or any Representation. Upon request from Tapitap, the Customer must intervene on their side (without prejudicing Tapitap’s other rights) and compensate Tapitap for documented and justified damages caused by the proceedings and its consequences;
(d) in case Tapitap receives claims from the copyright holder of the exclusive right and/or the exclusive distributor (hereinafter referred to as the Copyright Holder) for violation of exclusive rights due to the placement of Product Cards on the Platform by the Customer. Tapitap reserves the right to block the Card of the corresponding product on the Platform, making it inaccessible for Customers' orders. In case of disagreement with the blocking, the Customer, independently and at their own expense, agrees to negotiate with the Copyright Holder to resolve the claim.
Tapitap resumes the provision of services under the Agreement for the relevant product under the following circumstances:
(1) if the Copyright Holder requests Tapitap to unblock the Customer’s Product Card;
(2) if the Customer provides Tapitap with the official written consent of the Copyright Holder to unlock the Product Card or a court decision confirming that the placement of the Product Cards by the Customer does not violate the rights of the Copyright Holder of the exclusive right;
(3) if Tapitap determines that the information contained in the Product Card does not violate the rights of the Copyright Holder.
7. Intellectual Property Objects
Each party retains all rights to intellectual property, trademarks, and/or other intellectual property objects belonging to it (including logos, designs, drawings) that can be used under the Agreement (IP Objects). The conclusion of the Agreement does not grant the Customer any licenses and/or rights of use concerning Tapitap's IP Objects. Without Tapitap's prior consent, the Customer may not publicly refer to Tapitap's brand name (or its logo or trademarks). Tapitap reserves the right to publicly refer to the Customer's brand name (as well as its logo or trademarks) to indicate it as one of the sellers on the Platform, and under other circumstances. Each party agrees not to register IP Objects similar to the IP Objects of the other party, and also not to use the provided information about the IP Objects of the other party except in connection with the execution of the Agreement.
8. Assistance of the Parties
The parties shall provide each other with reasonable assistance in protecting the IP Objects (including by informing each other of all known or suspected falsifications, copying, imitation, or other violations of the rights to the IP Objects). It is clarified that only the copyright holder retains the exclusive right to initiate procedural actions concerning the IP Objects belonging to them.
9. The Customer acknowledges that if they unreasonably reject and/or ignore claims regarding the quality of the Product and/or refuse to return the Product of proper quality in accordance with the terms of the public offer agreement, Tapitap has the right to independently make a decision in favor of the Customer and issue a refund by direct debiting from funds to be transferred to the Customer in accordance with the terms of this Agreement.

SECTION “CONFIDENTIALITY AND PERSONAL DATA”
1. Confidential Information
Confidential information refers to any information disclosed between the Parties in connection with the Agreement, possessing commercial value for any Party due to its undisclosed nature to third parties, including but not limited to: internal data, trade secrets, personal data, know-how, intellectual property, product information, transactions, clients, pricing structures, marketing strategies, business opportunities, etc. This includes information on product/service types and prices, commission amounts, and other payments under the Agreement.
Confidential information exchanged under the Agreement may be communicated by the Parties with or without a confidentiality stamp. The Parties may designate the confidentiality of transmitted information in letters, acceptance documents, emails, orally, or by other means. The Parties commit to:
(1) Utilize Confidential Information solely for Agreement-related purposes;
(2) Share Confidential Information only with employees who require it for Agreement purposes and who are bound by confidentiality obligations;
(3) Refrain from disclosing Confidential Information to third parties without the disclosing Party's consent (except to professional advisers or upon reasonable request from a government agency);
(4) Safeguard received Confidential Information from unauthorized access by third parties for a period of 3 (three) years following the Agreement's termination.
2. Personal Data
The "Personal Data Disclaimer" provisions govern the relationship between the Parties.
3. Clients' Personal Data
In cases where the Customer receives Client Personal Data (PD) from Tapitap and/or transfers PD to third parties for organizing goods delivery to Clients, the Customer must adhere to and ensure compliance by such third parties with the processing rules and principles for Client PD as mandated by applicable regulations. The Customer remains accountable for actions/inactions of such third parties concerning Clients' PD, and must:
(a) Destroy or ensure third-party destruction of Client PD upon fulfillment of its processing purpose (i.e., sale of goods to the Client), or upon Tapitap's indication that there are no grounds for further processing. Additionally, upon Tapitap's request, provide evidence of destruction or securing destruction by third parties of Client PD within 5 (five) business days from receipt of such request;
(b) Furnish Tapitap, upon request, with information regarding third parties' activities in processing Client PD necessary for control purposes within 10 (ten) calendar days from receipt of such request;
(c) Promptly (within 24 (twenty-four) hours from discovery) inform Tapitap of any Client PD leaks and/or incidents, and furnish detailed information about the leak and/or incident to info@Tapitap.kz.
4. Responsibility for Violations in Client Personal Data
The Customer bears responsibility for any claims arising from its breach of the Republic of Kazakhstan's legislation on PD, including misuse of Client PD for purposes beyond those specified in this section or failure to comply with security and confidentiality requirements. The Customer agrees to compensate Tapitap for documented losses resulting from such violations, including fines, penalties, and compensation amounts demanded by Tapitap for court or out-of-court settlement, within 5 (five) working days from Tapitap's receipt of relevant demands.

SECTION “REQUIREMENTS FOR ORDER PROCESSING”

1. RECEPTION AND PROCESSING OF CUSTOMER ORDER
1.1. Information Regarding Customer Warehouses
In the Personal Account, the Customer provides details about one or more warehouses from which goods are dispatched, maintaining responsibility for the accuracy of this information. Simultaneously, the Customer commits to furnishing all necessary details in the Personal Account to complete warehouse documentation and prepare orders. Tapitap reserves the right to establish minimum and maximum periods required to prepare orders for shipment to the Client.
1.1.1. Integration with Partner Warehouses
If the Customer can choose a Partner Warehouse in the Personal Account, Tapitap, acting on behalf of the Customer, facilitates integration with such a Partner (Fulfillment Partner) for the purpose of transferring statuses (including acceptance, processing, storage, and shipment of goods) on behalf of the Customer.
1.2. Product Availability Information
The Customer must specify in the Personal Account the quantity of each product available for sale from each of the Customer's warehouses and ensure real-time accuracy of this quantity data. Such products become available for ordering on the Site.
1.3. Order Details
Upon placing an order for the Customer’s goods on the Website, the details are displayed in their personal account. Order information includes a list of goods ordered by the Client, their quantity and price, as well as the deadline by which the order must be accepted by the Delivery Service.
1.4. Order Confirmation
The Customer commits to indicating the completion of order assembly and packaging by updating the relevant order status in their personal account.

2. DELIVERY SERVICE
2.1. Selection of Delivery Service
The Customer selects the delivery method from available options in their personal account. Tapitap includes information about the Customer's chosen Delivery Service in the Customer's Produc zxc asd

3.4. Трек-номер

Заказчик обязан предоставлять Tapitap достоверный трек-номер для отсл