Public Offer

2.1.The Contractor undertakes to provide the Services to the Customer, and the Customer undertakes to accept and pay for them, on the terms of the Agreement.

2.2.The Services include:

• publishing Videos on Instagram in Posting Accounts under Orders;
• making Unique Copies for repeat Posts of a Video;
• keeping Videos in the Storage, including extra space provided in packages;
• access to the Dashboard, which shows the Orders, the state of every Post and the Balance transactions;
• support by email.

2.3.The Contractor chooses the Posting Accounts. The Customer gets no access to them and learns which Posting Account a Post went out in from the link to that Post.

2.4.The Contractor does not sell or transfer Instagram accounts to the Customer, does not publish materials in the Customer's own accounts and does not promise any number of views, followers or other figures for the Posts.

2.5.The Services and their prices are set out in the Price List.

3.1.This document is a public offer under clause 2 of article 437 of the Civil Code of the Russian Federation.

3.2.The Offer is accepted when the Customer does any of the following:

• registers an Account;
• tops up the Balance;
• confirms an Order.

3.3.Acceptance means full and unconditional acceptance of all the terms of the Agreement. The Agreement is concluded at the moment of acceptance (clause 3 of article 438 of the Civil Code of the Russian Federation).

3.4.The use of the Service is also governed by the Terms of Service, and the processing of personal data by the Privacy Policy.

4.1.The prices of the Services are set by the Price List in US dollars. The Price List sets out:

• the price of one Post;
• the price per minute of Unique Copies for each Level;
• the prices of packages of extra Storage space and the period they are provided for.

4.2.The Services are prepaid and paid from the Balance. The Customer tops up the Balance through the Payment Service by choosing a top-up package and a way to pay on the Balance page: in US dollars through Lava, by bank card, Apple Pay, PayPal or another method Lava offers; or in rubles through ParityPay, by a card of a Russian bank or through the Faster Payments System (SBP). When paying in rubles, the amount of the payment is the package's price in US dollars, converted at the US dollar to ruble rate the Contractor determines from open market data when the payment is set up, and rounded up to a whole ruble; it is shown on the page of the Payment Service before the payment. The package's price in US dollars is added to the Balance, whichever way it was paid, once the Payment Service confirms the payment.

4.3.The Contractor charges the Customer no fee for topping up the Balance. Fees of the Customer's bank or payment system, if any, are paid by the Customer. The Customer enters bank card details on the page of the Payment Service, and the Contractor does not receive them.

4.4.Before the Customer confirms an Order, the Service shows the number of Posts and Unique Copies, their price and an estimate of when the Posts will go out. The price of an Order is fixed when the Order is confirmed. If a price changed while the Customer was placing the Order, the Service shows the new price and asks the Customer to confirm the Order again; nothing is charged before that.

4.5.Money is reserved and charged from the Balance as follows:

• the price of a Post is reserved when the Order is confirmed and charged when the Post is out;
• if a Post does not go out, or the Customer cancels it before it starts, the amount reserved for it returns to the Balance;
• the price of a Unique Copy is reserved when the Order is confirmed and charged when the copy is made;
• if a Unique Copy could not be made, or the Customer cancels the Post before the copy is made, the amount reserved for the copy returns to the Balance; a Post for which a copy could not be made does not go out, and its price returns as well;
• the price of a package of extra Storage space is charged when the package is bought.

4.6.A Unique Copy is paid by the minute at the price of the chosen Level. The paid length of a copy is the length of the Video, rounded up to a whole second. The price of each copy is rounded up to a whole cent.

4.7.A new Customer may be given a free amount of minutes of Unique Copies once, of the size stated on the Site. Free minutes are spent first. The free amount is given to one person once, including when the same person registers again with another email address.

4.8.A Unique Copy that was made stays paid even if the Post it was made for did not go out afterwards.

4.9.The Contractor may change the Price List. New prices apply to Orders confirmed after the change and do not apply to Orders already confirmed or to Storage packages already bought.

4.10.Money on the Balance is not electronic money, earns no interest, cannot be transferred to another Customer and is used only to pay for the Services.

4.11.The unspent part of the Balance that is not reserved is returned to the Customer on their request, sent from the email address of the Account to the Contractor's email address. The refund is made within 10 days of receiving the request, by the method the payment was made with or, if that is not possible, to the details the Customer gives. Money paid in rubles is returned in rubles at the rate that payment was converted at; where there were several payments, the refund is counted against the latest of them first. The Contractor withholds from the refund the costs it actually incurred for the payment and its refund, including the fee of the Payment Service.

4.12.Amounts charged for Posts that went out, Unique Copies that were made and Storage packages that were bought are not refunded: those Services are considered provided.

4.13.If the Customer disputes a payment through their bank or the Payment Service, the Contractor may suspend the Services until the dispute is settled.

5.1.To start using the Service, the Customer registers an Account with an email address and a password and gets access to the Dashboard.

5.2.The Customer uploads Videos to the Storage within the limits the Service shows: the allowed file size and the free Storage space.

5.3.To place an Order, the Customer chooses Videos, sets how many times to post each of them, writes the caption of the Order and, if the Order needs Unique Copies, chooses a Level. The limits on the number of Videos and Posts in one Order are shown in the Order form.

5.4.The file of a Video is posted once at most. A Video that has not been posted before and is ordered for one Post goes out as it is. If a Video is ordered for two or more Posts, or ordered again, each of those Posts goes out as a separate Unique Copy, and the file of the Video itself is not posted. If Unique Copies cannot be made at the moment, a Video can be ordered for one Post only; the Order form says so.

5.5.Posts go out in the order in which Orders were confirmed. The Contractor decides which Posting Accounts are used and how the Posts are spread over them. If an Order is larger than the Posting Accounts can take in a day, the remaining Posts go out on the following days; the Service shows this before the Order is confirmed.

5.6.The time the Service shows for a Post to go out is an estimate and is not a deadline for the Contractor's obligations.

5.7.If a Post did not go out in one Posting Account, the Contractor may publish it in another Posting Account at no extra charge to the Customer. If a Post still does not go out after repeated attempts, it fails, and its price returns to the Balance as set out in section 4.

5.8.The Dashboard shows the state of every Post. A Post that went out comes with a link to check it: to the Post itself or to the Posting Account it is in. A Post that failed comes with the reason.

5.9.The Service for a Post is considered provided when the Post goes out on Instagram, as shown in the Dashboard. No separate certificate is drawn up. If the Customer sends no reasoned claim within 3 days of a Post going out, the Service is considered accepted without remarks.

5.10.The Customer may cancel a Post before it starts. A Post that has started cannot be cancelled.

5.11.A Unique Copy is made for one Post, is not placed in the Customer's Storage, is not given to the Customer and is deleted once the Post is over.

5.12.Videos are kept in the Storage until the Customer deletes them, but no longer than the Agreement is in force. The Customer is given the free Storage space stated on the Site; extra space is provided in packages for the period stated in the Price List.

5.13.If, when a package ends, the Videos take more space than the Storage has, uploads of new Videos are paused. Within 30 days the Customer may renew the package or download and delete some Videos. After that period the Contractor deletes the oldest Videos until they fit into the available space. The Customer keeps their own copies of their files.

5.14.The Contractor does not review Videos and captions before they are posted and is not obliged to. The Customer is responsible for the content of the materials.

5.15.The Contractor does not guarantee how long a Post that went out stays published. Instagram may limit who sees a Post or remove it, and may restrict or block a Posting Account, including because of what was posted. A Post that went out stays paid in such cases.

6.1.The Contractor undertakes to:

• provide the Services under confirmed Orders in accordance with the Agreement;
• keep the Service available around the clock, except for maintenance and failures beyond the Contractor's control;
• keep account of the Balance and show every Balance transaction in the Dashboard;
• return amounts to the Balance in the cases set out in section 4;
• keep the Customer's Videos as set out in section 5;
• keep the information about the Customer confidential;
• answer the Customer's requests by email.

6.2.The Contractor may:

• choose the Posting Accounts, the order and the time in which Posts go out;
• refuse a Post, or remove a Post that went out, if the materials break the law, the rights of third parties, the rules of Instagram or the terms of the Agreement, and at the request of a rightholder or an authorized state body;
• suspend the Services or access to the Account if the Customer breaks the terms of the Agreement or of the Terms of Service;
• change the features and the interface of the Service;
• carry out maintenance, warning about it in advance where possible;
• set technical limits: file size and format, the size of an Order, the number of Posts a day;
• engage third parties to provide the Services (hosting, payment processing), remaining responsible to the Customer for their actions.

6.3.If the Contractor refuses a Post before it goes out, the amount reserved for it returns to the Balance. Removing a Post that went out on the grounds set out in clause 6.2 does not mean its price is refunded.

7.1.The Customer undertakes to:

• give, on registration, a real email address they have access to;
• keep the password secret and not give third parties access to the Account;
• pay for the Services on time;
• upload only materials they have the rights to use to the extent needed to post them and to make Unique Copies of them;
• not upload materials that break the law of the Russian Federation, the rights of third parties or the rules of Instagram, nor materials the Terms of Service name as prohibited;
• obtain the consent of the people shown in a Video to the publication and use of their image, where the law requires it;
• not create several Accounts to get the free amount again or to get around the limits of the Service;
• not resell access to the Service to third parties without the Contractor's written consent.

7.2.The Customer confirms that they:

• understand that Posts go out in Posting Accounts run by the Contractor, and that the Customer neither chooses these accounts nor gets access to them;
• understand that the Contractor promises no views, reach, followers or other results of the Posts;
• are responsible for the content of the Videos and captions.

7.3.The Customer may:

• use the Services up to the money on the Balance;
• follow the state of every Post in the Dashboard;
• cancel Posts before they start;
• delete Videos from the Storage;
• request a refund of the unspent part of the Balance as set out in clause 4.11;
• ask the Contractor to remove a Post that went out; the Contractor considers such a request, and the price of a removed Post is not refunded;
• get support by email;
• terminate the Agreement at any time.

8.1.The exclusive rights to the Service, including its code, design, texts, the MillionViews name and logo, belong to the Contractor. The Customer is granted the right to use the Service for its intended purpose in accordance with the Agreement.

8.2.The rights to the Videos and captions belong to the Customer or to the person who granted the Customer the corresponding rights. The Contractor acquires no exclusive rights to them.

8.3.By placing an Order, the Customer grants the Contractor a free, simple (non-exclusive) worldwide license to use the Videos and captions in the following ways:

• reproduction, including recording to computer memory and storage;
• adaptation of the Videos to make Unique Copies;
• making the Videos, Unique Copies and captions available to the public by publishing them in Posting Accounts on Instagram.

8.4.The license is granted for the time needed to provide the Services and, for making materials available to the public, for as long as the Post stays published on Instagram. The Contractor uses the Customer's materials only to provide the Services; they are used in advertising of MillionViews only with the Customer's written consent.

8.5.The Posting Accounts, their design and other content, except the Customer's materials, as well as their audience and statistics, remain the Contractor's. The Customer acquires no rights to them.

8.6.If third parties make claims against the Contractor in connection with the Customer's materials, the Customer undertakes to settle them on their own and at their own expense and to compensate the Contractor for the losses incurred.

9.1.The Contractor does not disclose to third parties information about the Customer, their Orders and unpublished materials, except:

• at the request of authorized state bodies in accordance with the law;
• with the Customer's written consent;
• to persons engaged to provide the Services, to the extent needed for that;
• as anonymized statistics from which the Customer cannot be identified.

9.2.Once a Post goes out, the Videos, Unique Copies and captions are publicly available on Instagram.

9.3.The Customer's personal data is processed in accordance with Federal Law No. 152-FZ of 27.07.2006 "On Personal Data" and the Privacy Policy.

10.1.For failure to perform or improper performance of their obligations under the Agreement, the Parties are liable in accordance with the law of the Russian Federation.

10.2.The Contractor does not guarantee and is not liable for:

• the number of views, reach, followers, engagement, sales and other results of the Posts;
• the decisions of Instagram: moderation, limiting who sees Posts and removing them, restricting and blocking Posting Accounts, changes to the rules and the workings of Instagram;
• the exact time Posts go out;
• failures and unavailability of Instagram, communication networks and third-party services;
• the results of the Services matching the Customer's expectations, if the Services were provided in accordance with the Agreement;
• loss of data through the fault of the Customer or third parties;
• the consequences of third parties using the Account with the Customer's password obtained through no fault of the Contractor.

10.3.The Contractor's liability to the Customer is limited to the price of the Service in connection with which the losses arose, unless the law of the Russian Federation provides otherwise.

10.4.The Customer is liable for:

• the lawfulness of the materials and having the rights to them;
• any violation of the rights of third parties connected with their materials;
• the accuracy of the information they gave;
• the actions performed with their Account.

11.1.The Parties are released from liability for a full or partial failure to perform their obligations under the Agreement if it was caused by force majeure.

11.2.Force majeure includes, in particular:

• natural disasters;
• military action;
• acts of state authorities, including restricted access to internet resources;
• mass failures of the Internet and of data centers;
• DDoS attacks and other unlawful actions of third parties;
• other circumstances beyond the will of the Parties.

11.3.A Party affected by force majeure notifies the other Party within 3 working days.

12.1.The Parties settle disputes and disagreements by negotiation.

12.2.A pre-trial claim procedure is mandatory. A claim is sent to the Contractor's email address given in section 16. The time to answer a claim is 10 working days.

12.3.A dispute that could not be settled is heard by the court at the Contractor's location, unless the law of the Russian Federation, including consumer protection law, provides otherwise.

13.1.The Agreement enters into force when the Offer is accepted and remains in force indefinitely until it is terminated.

13.2.The Customer may terminate the Agreement at any time by sending a notice to the Contractor's email address from the email address of the Account.

13.3.The Contractor may terminate the Agreement unilaterally, notifying the Customer, in cases of:

• the Customer breaking the terms of the Agreement or of the Terms of Service;
• use of the Service for unlawful purposes;
• uploading materials that break the law or the rights of third parties;
• the Customer disputing payments without legal grounds.

13.4.The Contractor may stop running the Service by notifying Customers at least 14 days in advance by email and on the Site.

13.5.When the Agreement is terminated:

• access to the Account ends;
• Posts that have not started are cancelled, and the amounts reserved for them return to the Balance;
• the unspent part of the Balance is refunded as set out in clause 4.11;
• the Customer's Videos are deleted within 30 days;
• Posts that went out stay published at the Contractor's discretion.

14.1.The Contractor may change the terms of the Agreement unilaterally by publishing a new version on the Site.

14.2.A new version enters into force 14 days after it is published on the Site, unless it states another period. Orders confirmed before the new version enters into force are governed by the previous version.

14.3.Continuing to use the Service after a new version enters into force means the Customer agrees to it. If the Customer does not agree with the changes, they may stop using the Service and terminate the Agreement as set out in section 13.

14.4.The current version of the Agreement is always available at millionviews.plus/offer.

15.1.The Agreement is governed by and construed in accordance with the law of the Russian Federation.

15.2.If any provision of the Agreement is held invalid, the remaining provisions stay in force.

15.3.The Contractor's inaction when the Customer breaks the terms of the Agreement does not deprive the Contractor of the right to take action later.

15.4.Notices and messages are sent:

• to the Contractor — to the email address support@millionviews.plus;
• to the Customer — to the email address of the Account or in the Dashboard.

15.5.The Parties recognize the legal force of correspondence between the email addresses given in the Agreement and on registration.

15.6.The Agreement is drawn up in Russian. The English translation is provided for convenience; if the texts differ, the Russian text prevails.