PUBLIC OFFER
for the provision of services

Almaty

1. GENERAL PROVISIONS

1.1. This document constitutes a public offer (hereinafter referred to as the 'Offer') in accordance with Article 395 of the Civil Code of the Republic of Kazakhstan (hereinafter referred to as the 'CC RK'), and contains all essential terms of the contract for the paid provision of services to grant Users access to the software of the MoonAI platform (hereinafter referred to as the Software).
The Offer has been developed by the limited liability partnership 'MOONAI TECH' (hereinafter referred to as the Executor) and is addressed to an unlimited circle of persons intending to use the Executor's services (hereinafter referred to as the Customer).

1.2. Acceptance of this Offer is carried out by the Customer by performing actions expressed in paying for the cost of access to the MoonAI platform software in the manner, amounts, and terms specified in this public Offer.
From the moment the payment is credited to the Executor's settlement account or other confirmation of successful payment, the Customer is deemed to have accepted the terms of this Offer in full and without any reservations, and the contract is deemed concluded in accordance with Article 397 of the CC RK.

1.3. In connection with the foregoing, the Customer is offered to carefully read the terms of this Offer before acceptance. In case of disagreement with any of its provisions, the Customer must refrain from taking actions aimed at accepting this Offer and using the MoonAI platform software.

2. CONCEPTS USED IN THE OFFER

In this Offer, above and below, the following terms are used, which have the following interpretation:

'AI Agent' means a set of software modules and algorithms operating on the MoonAI platform, using artificial intelligence, machine learning, and automated data processing technologies provided by the Executor to the Customer as access to the platform's functionality. An AI Agent is intended to automate communication processes, process requests, generate responses, proposals, applications, analytical and other informational materials, as well as perform other functions within the technical capabilities of the platform and parameters set by the Customer.
'Services' means the provision by the Executor to the Customer of a non-exclusive, limited right to access the MoonAI platform software in an 'as is' format, for the Customer's independent use of the Software's functionality, including but not limited to creating, configuring, and operating AI Agents. The Executor does not provide the Customer with services for individual customization, training, support, modification of AI Agents, integration of the platform with the Customer's external services, or management of interaction processes between AI Agents and third parties, unless otherwise expressly agreed by the parties in writing. Responsibility for the correctness of settings, content of scenarios, processed information, results of AI Agents' work, as well as compliance with legal requirements when using the Software, rests entirely with the Customer.
'Credentials' mean the login and password for accessing the Personal Account assigned to the Customer for their identification, allowing access to the Customer's software on the Executor's server equipment.
'Account' means the set of data about the Customer specified during registration, stored in the Site's computer system, necessary for their identification.
'Access Fee' means the monetary remuneration paid by the Customer to the Executor for granting access to the MoonAI platform software to the extent and under the conditions provided for in this Offer. The amount of the access fee is determined by the Executor and is indicated on the official website of the platform at: https://mooonai.com, and may be changed by the Executor unilaterally without prior agreement with the Customer.
'Token' means a technical accounting resource used by the MoonAI platform software to ensure the functioning of AI Agents, process requests, and perform computational operations. Tokens are purchased by the Customer from third parties and are not the property of the Executor. The Executor does not issue, sell, or otherwise dispose of Tokens. The Executor's software operates using Tokens provided by third-party suppliers. The absence or insufficiency of Tokens may lead to the complete or partial impossibility of using certain platform functions, which is not a violation of the Executor's obligations and does not entail its liability. Payment for Tokens can be technically made through the Customer's personal account on the MoonAI platform solely for the convenience of settlements. In this case, the Executor: is not a seller of Tokens, does not set their price, does not determine the terms of their provision, and is not responsible for the actions, inactions, or conditions of third parties - Token suppliers. The Executor does not guarantee the uninterrupted operation of the platform in the part depending on: the availability, volume, or technical accessibility of Tokens, the functioning of third-party services, APIs, and Token suppliers, technical limitations, or failures caused by third parties. Payment for Tokens is final and non-refundable, regardless of the fact, volume, or results of their use by the Customer. The Executor does not refund money paid by the Customer for Tokens, including in cases of: termination of platform use, the Customer's refusal of access to the software, unilateral refusal to fulfill the Offer, on other grounds, except for cases directly provided for by the legislation of the Republic of Kazakhstan.

3. SUBJECT OF THE OFFER

3.1. The Executor undertakes to provide the Customer with services for granting a paid right to access the MoonAI software for the Customer's independent use of the Software's functionality for its intended purpose.
3.2. The Offer and all additions thereto are published by the Executor on its website https://mooonai.com.

3.3. The Executor has the right to change the terms of this Offer unilaterally, without prior agreement with the Customer, while ensuring the publication of the changed terms on the website https://mooonai.com at least one day before they come into force. At the same time, the cost of the Customer's already paid access to the Executor's services continues to apply without changes until the next payment for a new access period.
3.4. The Executor has the right to notify the Customer about changes in the scope, range, terms of provision, services provided, and also has the right to notify about new services provided by the Executor. The notification is sent to the email address specified by the Customer during registration on the platform.
3.4. The validity period of the Customer's paid access to the Executor's Software is 30 (thirty) calendar days.
3.5. Exclusive property rights to the developed MoonAI software and other created software products, including all their elements, source code, algorithms, interfaces, documentation, and any other results of intellectual activity, fully belong to the Executor. The Executor has the right to dispose of these rights at its own discretion, including the right to use, reproduce, distribute, modify, transfer to third parties, and grant licenses. The Customer does not acquire any ownership rights to these software products, except for the limited right to access and use the software functionality within the terms of this contract.

4. PROCEDURE FOR CONNECTING TO SERVICES AND RULES OF USE

4.1. After reviewing this Offer, the Customer independently registers on the Executor's website located at https://mooonai.com. During registration, the Customer enters the following personal data: full name, email address, phone number, and payment card data, after confirmation of which the Customer's personal account is created. After completing the registration of the Customer's personal account, to gain access to the Software, the Customer makes payment for access according to the cost indicated on the Executor's website at https://mooonai.com.
4.2. The Customer independently bears full responsibility for the safety of their login and password for accessing the MoonAI Software and for losses that may arise due to unauthorized use of their login, password, and/or access channel. The Executor is not liable and does not compensate for any losses that arise due to unauthorized access by third parties to information posted by the Customer.
4.3. If the Customer transfers to third parties the login and password allowing access to the personal account, all actions requiring the use of the login and password are deemed to have been performed by the Customer. The Customer bears full responsibility for the actions of third parties to whom the Customer has transferred the login and password.
4.4. The Executor's obligations are limited to the terms of this Contract; in particular, the Executor's obligations do not include providing the Customer with internet access services. The Customer provides internet access at their own expense independently. Also, the Executor does not provide the ability to send and receive electronic messages of the Customer at the Executor's office; setup and/or diagnostics of computer equipment and software, nor training the Customer and/or the Customer's employees in skills for working with software and hardware.

4.5. After activation of access, the Customer independently purchases tokens from third parties through their personal account and uses them for the software to operate throughout the entire validity period of the paid access, replenishing tokens as needed.
4.6. The Executor ensures the functioning of the software and provides technical support through the appropriate tab on the website, and also complies with confidentiality conditions.
4.7. Access to the MoonAI Software is provided to the Customer in accordance with the 'as is' principle generally accepted in international practice, i.e., issues arising during the use, support, and operation of the Software (including issues of compatibility with other software products, packages, drivers, etc., which arise due to ambiguous interpretation of accompanying documentation, inconsistency of the Software's use results with the Customer's expectations, etc.) are not the subject of the Contract, and the Executor is not responsible for them.
4.8. When using the MoonAI Software, any actions aimed at obtaining unauthorized access to personal account data and other data of other MoonAI Software Users, as well as any other data available via the Internet, are prohibited. It is prohibited to carry out mass mailing of electronic messages (email messages and other means of individual information exchange) of a commercial, advertising, or other nature that are not agreed upon by the recipient of the information ('spam'), except for sending information with the recipient's consent, with the possibility of unsubscribing.
4.9. The use of the MoonAI Software must be carried out by the Customer only for lawful purposes and by lawful means, taking into account the legislation of the Republic of Kazakhstan.
4.10. The Customer itself is directly responsible for the content of AI Agents that are created and maintained by the Customer. The Executor does not carry out preliminary control over the content of information posted and/or distributed by the Customer; however, when the posting and distribution of such information contradicts the law, the Executor has the right to block or delete the relevant resources without warning.
4.11. It is prohibited to post and distribute photo and video materials of a pornographic, vulgar, violent nature, as well as any materials violating copyright or legislation, in particular calls for violence, overthrow of the existing government, discrimination based on gender, race, religion, nationality, etc.
4.12. It is prohibited to post and distribute any information or software that can be used only for hacking computer systems or contains computer viruses or other components equivalent to them.
4.13. It is prohibited to post so-called 'doorways' and other forms of search spam.

5. PROCEDURE FOR PAYMENT, PROVISION OF SERVICES, AND REFUND OF FUNDS.

5.1. Providing access to the software is carried out on the terms of 100% advance payment.
5.2. Payment for access is made by the Customer via online payment using payment instruments in the Customer's Personal Account, available on the website https://mooonai.com, in the currency of the Republic of Kazakhstan - tenge, at prices valid at the time of payment and indicated on the website.
5.3. The Customer's payment obligation is deemed fulfilled from the moment funds are actually credited to the Executor's settlement account, or confirmation of successful online payment by the payment system.
5.4. The cost of access to the software is determined in accordance with the payment terms posted on the website https://mooonai.com.
5.5. The service of granting access to the software is deemed rendered by the Executor in full from the moment the Customer is granted access to the software, regardless of the actual start or duration of its use by the Customer.
5.6. The access to the software paid for by the Customer is non-refundable, regardless of the fact and volume of the Customer's use of the software.
5.7. Tokens purchased by the Customer for the software to operate are non-refundable, non-exchangeable, and non-compensable, including cases of their partial or complete non-use.

6. RIGHTS AND OBLIGATIONS OF THE PARTIES

RIGHTS AND OBLIGATIONS OF THE EXECUTOR

6.1. The Executor undertakes to:

6.1.1. Grant the Customer, for the duration of the paid access to the Software, a non-exclusive right, not subject to alienation in any form, to use the MoonAI Software only for the Customer's business operations.
6.1.2. Ensure the operation of the MoonAI Software, in accordance with the terms of this Contract, 24 hours a day, 7 (seven) days a week, including weekends and holidays (the MoonAI Software must be available at least 90% (ninety percent) of the time per month), except for cases specified in this Contract.
6.1.3. Keep records of the Customer's payment for access to the MoonAI Software.
6.1.4. Maintain the confidentiality of the Customer's credentials. The Executor has access to the Customer's information for the purpose of technical support of the MoonAI Software operation, and also has the right to access such information in cases of receiving claims from third parties concerning illegal and/or harmful, as well as other actions of the Customer that harm the MoonAI Software, the Executor, and/or third parties. The Executor has the right to disclose the above data only to competent state authorities in cases provided for by the current legislation of the Republic of Kazakhstan.

6.2. The Executor has the right to:

6.2.1. Suspend the operation of the MoonAI Software to carry out necessary scheduled preventive and repair work on the Executor's technical resources, as well as unscheduled work in emergency situations.
6.2.2. Interrupt the operation of the MoonAI Software, if this is particularly due to the impossibility of using information transport channels that are not the Executor's own resources, or the action and/or inaction of third parties, if this directly affects the operation of the MoonAI Software, including in an emergency situation. The Executor does not bear any responsibility to the Customer and does not compensate the Customer for any losses and/or lost profits, including those incurred by the Customer and/or third parties due to disclosure, loss by the Customer, or theft of the Customer's credentials, as well as those arisen or may arise for the Customer in connection with delays, interruptions in operation, and the inability to fully use the Executor's resources, licenses, or services arising for the above reasons.
6.2.3. Make changes and additions to this Contract by publishing these changes and additions on the website https://mooonai.com.
6.2.4. The Executor has the right to update the content and functionality of the MoonAI Software at any time at its own discretion.
6.2.5. The Executor has the right to block and/or delete the Customer's Account, including all content, without explanation, including but not limited to, in case of the Customer's violation of the terms of this contract and/or other related documents, in case of non-use of the MoonAI Software for 60 (sixty) calendar days and the absence of paid access to the MoonAI Software.
6.2.6. Non-use of the MoonAI Software in this contract means the absence of data in the Executor's archive system about the Customer's authorization.
6.2.7. The Executor has the right to refer to the Customer as a user of the MoonAI Software and/or the Executor's Services, in any form and on any medium (including on the MoonAI Software website and any other websites and/or in the Customer's advertising materials).

RIGHTS AND OBLIGATIONS OF THE CUSTOMER

6.3. The Customer undertakes to:

6.3.1. Timely and in due scope provide the Executor with complete, accurate, and honest information necessary for connecting the Customer's access to the MoonAI Software in accordance with the Contract.
6.3.2. Use the MoonAI Software in good faith. Information provided by the Customer in connection with the performance of the Contract must comply with the requirements of the legislation of the Republic of Kazakhstan. In case of failure to fulfill this obligation, the Customer undertakes to compensate the Executor for all possible losses incurred by the latter as a result.
6.3.3. Timely and in full make payment for access in accordance with this Offer Contract.
6.3.4. Monitor changes in the contract, which are published on the Executor's website at: https://mooonai.com.
6.3.5. Not to perform actions that may harm the Executor's software and/or the activities, image of the Executor, its partners, and legal successors.
6.3.6. Fulfill other obligations provided for by the Contract.

6.4. The Customer has the right to:

6.4.1. Use the MoonAI Software only in the ways and within the limits specified in this Contract.
6.4.2. Exercise other rights provided for by the Contract.

7. LIABILITY OF THE PARTIES

7.1. On all issues not regulated by this Contract, as well as when resolving disputes arising during its execution, the Parties are guided by the legislation of the Republic of Kazakhstan. In case of disputes, the Parties will try to resolve them through negotiations.
7.2. The Customer is responsible for any of their actions and/or inactions, both intentional and unintentional, as well as for any actions and/or inactions of persons using their credentials, related to the posting and/or distribution of information on the Internet, obtaining access to third-party resources through the use of the Executor's resources, which have led and/or may lead to a violation of the legislation of the Republic of Kazakhstan and others, as well as for any damage caused to third parties by the above actions and/or inactions of the Customer. The Executor is not liable for such actions and/or inactions of the Customer or persons using their credentials, as well as the consequences of such actions and/or inactions.
7.3. The Customer is responsible for any unlawful actions and/or inactions of the Customer and/or persons using their credentials, resulting in any harm to the Executor, which became the basis for presenting claims, lawsuits by third parties and/or orders for payment of penalties from state authorities in connection with violation of the rights of third parties and/or legislation, including loss of business reputation, and compensates the Executor for all possible losses.
7.4. In case of non-payment for access for a new calendar period under this Contract, the provision of services is automatically suspended until full payment is received.
7.5. The Customer undertakes, immediately at the Executor's request, to provide it with all requested information regarding the placement and content of materials used in the MoonAI Software, to assist the Executor in settling such claims and lawsuits, and also to compensate for all possible losses caused to the Executor as a result of such claims, lawsuits, or orders being brought against it.
7.6. The Executor does not bear financial responsibility to the Customer and does not return to the Customer the funds paid under the Contract, if the MoonAI Software was not used due to the Customer's fault (error in paying the invoice, as a result of which the funds are regarded as 'unidentified payments', violation of the terms of this Contract, including if this led to complete or partial loss of the Customer's information, due to the fault of third parties (for example, resource supply organizations), and others). The actual non-use of the MoonAI Software by the Customer for reasons beyond the Executor's control is not grounds for the Executor to refund the fee for granting access to the MoonAI Software.
7.7. The Executor is not liable to the Customer for lost profits.
7.8. If proper performance of the Contract terms by the parties is impossible due to objective reasons that the Parties could neither foresee nor prevent (natural disasters, changes in the legislation of the Republic of Kazakhstan, actions of state authorities and administration, military actions of all types, and so on), neither party has the right to demand from the other party compensation for losses caused by improper performance or non-performance of this contract (including lost profits).
7.9. The Executor is not responsible for the discrepancy of the MoonAI Software with the Customer's subjective expectations and perceptions of the MoonAI Software and the results of its use.
7.10. In the event that the Customer, through the MoonAI Software, connects to any third-party services, resources, services, etc., although integrated or interconnected with the MoonAI Software, but provided to the Customer under a separate contract and/or agreement with a third party (service owner, service provider, order executor, etc.), the Executor is not responsible for the actions/inactions of both third parties - owners of the relevant services, resources, service providers, etc., for the result of the Customer's interaction with the third party, and for the actions/inactions of the Customer themselves when interacting with third-party services, platforms, resources, such as: sending applications, documents, signing documents, sending messages, transferring personal data, and others.
7.11. The Executor, processing personal data of individuals on behalf of the Customer, is not responsible for the Customer's failure to comply with the legislation of the Republic of Kazakhstan in the field of personal data processing, including related to the Customer obtaining proper consents from individuals for the processing of personal data, their transfer, and other use.

8. FORCE MAJEURE CIRCUMSTANCES.

8.1. The Parties are released from liability for full or partial non-fulfillment of obligations under this Contract, if such non-fulfillment was a consequence of force majeure circumstances, beyond the reasonable control of the Parties and independent of their will, which the Parties could not foresee, prevent, or eliminate by reasonable measures.
8.2. The Party affected by force majeure circumstances is obliged to immediately notify the other Party in writing of the occurrence of such circumstances, as well as the nature and expected duration of their impact on the fulfillment of obligations under the Contract.
8.3. Upon request of the other Party, the Party referring to the existence of force majeure circumstances is obliged, at its own expense, to contact the Foreign Trade Chamber of Kazakhstan LLP (or another authorized organization) to obtain an official certificate confirming the occurrence of such circumstances, and provide the said document to the other Party without delay.

9. TERM OF THE CONTRACT.

9.1. This offer contract enters into force at the moment the Customer accedes to the Offer Contract, i.e., when the Customer performs Acceptance in the manner regulated by this offer contract, namely upon payment for access to the MoonAI Software, and is valid until the Parties fully fulfill their obligations.

10. DISPUTE RESOLUTION.

10.1. Disputes arising under the Contract, the parties undertake to resolve through negotiations.
10.2. Claims received by the Parties must be reviewed and responded to within 10 (ten) working days.
10.4. If agreement is not reached, the dispute is subject to referral to the court at the place of registration of the Executor.

11. ADDITIONAL TERMS

11.1. All notices or messages are deemed to have been properly provided if they are delivered in person, via facsimile and/or electronic communication, or by courier service to the address of the participating Party, or sent via the messenger 'Whatsapp', 'Telegram': Customer - to the email address specified during registration, Executor - support@mooonai.com, +7 705 899 99 19.
11.2. Documents properly executed and transmitted according to clause 10.1. of the Contract have legal force and are accepted by the Parties for guidance in order to implement the terms of this Contract.
11.3. Relations between the Parties not regulated by the terms of this Contract are governed by the current legislation of the Republic of Kazakhstan.
11.4. If connecting to the Software and its use involve the processing of Personal Data, including the use of Software for recognizing typewritten texts of documents of various formats (scans, photographs), involve the entry of personal data, the Customer understands, agrees, and confirms their consent to the processing by the Executor of the Customer's Personal Data or those that were communicated/entered/specified by the Customer or its clients (customers, buyers) - individuals in the MoonAI Software, or were provided by the Customer to the Executor as part of the instruction for processing personal data of individuals and/or employees of the Customer or the Customer's clients. The Customer's accession to this contract automatically entails the Customer granting the Executor an instruction to process the personal data specified in this section. The purposes, terms, methods of processing personal data by the Executor, categories of personal data processed under the instruction, and other mandatory conditions for processing personal data under the instruction are specified in this section of the contract.
11.5. Any processing of personal data provided by the Customer to the Executor is carried out in the interests of the Customer, is carried out within the framework of the purposes of processing personal data determined by the Customer themselves, but in any case within the framework of the Executor's obligations to fulfill this Contract. The Executor processes the personal data of individuals provided by the Customer on behalf of the Customer.
11.6. The provision by the Customer to the Executor of personal data of individuals includes, among other things, the provision to the Executor of personal data of individuals obtained by the Customer as a result of its activities related to the use of an AI Agent created using the MoonAI Software.
11.7. The Executor undertakes to maintain the confidentiality of the personal data of the Customer and individuals, the processing of which was entrusted to the Executor, in accordance with the requirements of the Executor's internal documents and the legislation of the Republic of Kazakhstan. The Executor undertakes to ensure the security of personal data during their processing, to take necessary legal, organizational, and technical measures to protect personal data from unlawful or accidental access to them, destruction, modification, blocking, copying, provision, distribution of the Customer's personal data, as well as from other unlawful actions in relation to the Customer's personal data and individuals whose personal data are processed by the Executor on behalf of the Customer.
11.8. If, when using the MoonAI Software in accordance with the Contract, the Customer provides the Executor with information about third parties, their personal data, the Customer guarantees the legality of their receipt and the availability of necessary consents for their provision, and also assumes responsibility for the legality of the provision and the accuracy of the said data. The Executor is not responsible for the Customer providing personal data of individuals without obtaining the proper consent of the individual.
11.9. The Customer determines the purposes of processing the data provided to the Executor, the compliance of the volume of processed data with the purposes of processing personal data of individuals. The Customer warns persons involved in the processing of personal data that this data is confidential and may only be used for the purposes for which it was communicated.
11.10. The Customer undertakes, at the Executor's request, to provide within a reasonable time written confirmation of the consent of third parties for the lawful receipt and processing of their personal data, both by the Customer and by the Executor.
11.11. List of personal data for which consent/instruction is given for processing:
a) Full name;
b) contact phone number;
c) email address
d) payment instrument data (bank card number, expiration date, other information necessary for making an online payment, processed by payment systems)
11.12. The Customer's instruction for processing personal data specified in subparagraphs a) – d) of clause 11.11 of the Contract is provided for the duration of this Contract plus 8 (eight) calendar months.
11.13. The Customer gives the Executor an instruction to process personal data in the following ways:
a) collection, receipt, recording, systematization, accumulation, extraction, use, depersonalization, cross-border transfer, and storage of personal data;
b) clarification (updating, changing) of personal data;
c) use of personal data for the performance of this Contract;
d) provision of personal data in the manner prescribed by the legislation of the Republic of Kazakhstan.
e) for the purpose of sending commercial offers, news for marketing and other commercial purposes;
f) provision of personal data to third parties on the territory of the Republic of Kazakhstan for the purpose of executing the Contract in the manner prescribed by the legislation of the Republic of Kazakhstan (including for the processing of personal data on behalf).
11.14. The Executor processes and ensures the confidentiality of personal data in accordance with the requirements of the legislation of the Republic of Kazakhstan.
11.15. The Customer confirms that all terms of this Contract are clear to them, and they accept them unconditionally and in full.

12. DETAILS OF THE EXECUTOR

MOONAI TECH LLP

Legal address:
Almaty, st. Masanchi 98B, 100
Bank details:
BIN: 250640027102
IIC: KZ60722S000046756254
Bank: JSC 'Kaspi Bank'
BIC: CASPKZKA, KBe: 17
Tel. +7 705 899 99 19
e-mail: support@mooonai.com

APPENDIX No. 2

Agreement on Confidentiality and Non-Disclosure of Information

1. This Appendix defines the terms of confidentiality and non-disclosure of information obtained during the execution of the contract concluded through acceptance of the Offer.
2. This Appendix is an integral part of the Offer and is binding on both Parties.
3. This agreement uses concepts (terms, definitions) which, when presented in the text with capital letters, mean the following:

3.1. Information means information (messages, data) about persons, objects, facts, events, phenomena, and processes, regardless of the form of their presentation;
3.2. Document means Information recorded on various types of tangible media (paper, electronic media, photo, film, audio, video tape) with details allowing its identification, created, received, and stored by Party-1, Party-2, or another person for evidentiary, reference, or other purposes in the process of fulfilling obligations or carrying out its activities;
3.3. Undisclosed Information means Information unknown to Third Parties, technical, organizational, or commercial Information, including production secrets (know-how), which Party-1 or Party-2 lawfully possesses and has the right to protect from illegal use, subject to the conditions established by paragraph 1 of Article 126 of the Civil Code of the Republic of Kazakhstan;
3.4. Trade Secret means Information defined and protected by the Parties, to which a limited circle of persons has free legal Access, the disclosure, receipt, or use of which may harm its interests;
3.5. Personal Data means information relating to the employees of the Parties, recorded on electronic, paper, and/or other tangible media, including, but not limited to, information about facts, events, and circumstances of private life by civil law and/or other legal relations, allowing their identification. Personal data of limited access refers to Confidential Information, except in cases where their disclosure is necessary in accordance with the law and/or with the written consent of the owner of such data.
3.6. Confidential Information means all types of Information not related to state secrets of the Republic of Kazakhstan, documents, primary data, general data, samples, materials, and reports of any kind on any medium, transferred by the Parties to each other within the framework of contracts concluded between the Parties. A Confidential Document is a Document containing Confidential Information, or a Document created on the basis of Confidential Information;
3.7. Authorization means the formalization of the Parties' right to Access the Confidential Information (any part thereof) of the other Party, in the form and to the extent determined by the disclosing Party, and on the condition that the receiving Party will keep this information secret, not disclose it to Third Parties, create appropriate conditions for the protection of such information, and not use it in any other way except for the purposes for which it was transferred;
3.8. Access means the possibility of obtaining Confidential Information and using it;
3.9. Disclosure means actions (inaction) of the Party that received the information, including transfer, distribution, disclosure, leakage, as a result of which Confidential Information, in any possible form (oral, written, or other form, including using technical means), becomes known to Third Parties, without the written consent of the disclosing Party (its authorized person) or in violation of such consent, as well as the failure to take all measures necessary to preserve the Confidential Information, resulting in the Disclosure of such information;
3.10. Protection means the adoption of legal, organizational, and technical measures aimed at excluding unlawful Disclosure, Access, destruction, modification, copying, and other unlawful actions in relation to Confidential Information;
3.11. Third Party(ies) means any person(s), except for the Parties and persons who have lawfully obtained Access to Confidential Information;
3.12. Losses mean expenses that have been made or must be made by the Party whose right has been violated, loss or damage to its property (actual damage), as well as lost income that it would have received under normal conditions of circulation if its right had not been violated (lost profits).
3.13. Disclosing Party means the Party that transfers Confidential Information to the receiving Party, or the Party to which the Confidential Information relates, which became known to the other Party in the process of fulfilling obligations under concluded contracts and agreements.
3.14. Receiving Party means the Party that receives Confidential Information from the disclosing Party, or in the process of fulfilling obligations under concluded contracts and agreements.

4. The transfer of Confidential Information from the disclosing Party to the receiving Party will be carried out by sending Confidential Information by letters, or in the course of work with the execution of relevant protocols (acceptance-transfer acts) signed by the Parties, which will be integral parts of the Agreement: by sending information on physical, magnetic, and digital media or by providing access to electronic databases (if available).
5. The disclosing Party makes no representations or warranties, express or implied, regarding the quality, accuracy, and completeness of the Confidential Information disclosed to the other Party, and the receiving Party expressly acknowledges the inherent risk thereof. The disclosing Party is not liable for the fact that the receiving Party and persons to whom the receiving Party has disclosed confidential information in accordance with the concluded contract or agreements have used or relied on such Confidential Information.
6. Disclosure by the disclosing Party of Confidential Information to the receiving Party does not entail the transfer of ownership or other right to dispose of the Confidential Information, except for the rights of disposal provided for by the contract/agreement under which such information was transferred.
7. The disclosing Party has the exclusive right to any Information and Documents, including Confidential ones, related to the subject of its activities and/or created by the other Party in the course of performing duties under concluded contracts and agreements. Granting Authorization does not entail the transfer from the disclosing Party to the receiving Party of any rights to the Information.
8. The receiving Party may disclose or transfer confidential information to Third Parties only with the prior written consent of the disclosing Party.
9. Notwithstanding the provisions of clause 3 of this Agreement, the receiving party may disclose confidential information without the prior written permission of the disclosing Party to the extent that such information must be disclosed on the basis of a legal requirement of a state body of the Republic of Kazakhstan that has the right to demand disclosure of such information. In this case, the receiving Party is obliged to immediately notify the disclosing Party of the existence, conditions, and circumstances of such requirement, except when the legislation of the Republic of Kazakhstan requires otherwise.
10. The receiving Party undertakes, at the request of the disclosing Party, except when the legislation of the Republic of Kazakhstan requires otherwise, to immediately return or destroy all received confidential information stored in tangible form (including, without limitation, confidential information stored on a computer, as well as on any other tangible media), together with all copies and extracts thereof, in each case, to the extent reasonably possible, and to store such unreturned or undestroyed information in compliance with the confidentiality regime for the period provided for in this Agreement.
11. The receiving party may disclose confidential information without the prior written consent of the Disclosing Party to its employees who need to have such confidential information, to the extent and in the volume necessary to fulfill the purposes of its use according to the terms of the contract/agreement within which such information is transferred.
12. The receiving Party is obliged to:

12.1. Use Confidential Information only in connection with the fulfillment of obligations under the contract/agreement within which such information was transferred;
12.2. Not disclose to Third Parties Confidential Information that becomes known to it in connection with the fulfillment of obligations under concluded contracts and agreements.
12.3. Ensure the prevention of unauthorized Access to Confidential Information (familiarization of Third Parties with such information and/or transfer of such information to said persons);
12.4. Take measures for the timely detection and suppression of unauthorized access to Confidential Information;
12.5. Carry out constant monitoring of ensuring the level of security of Confidential Information;
12.6. Ensure the prevention of impact on the technical means of processing Confidential Information, resulting in the disruption of their functioning;
12.7. Keep records of persons who have gained Access to Confidential Information;
12.8. Prevent unauthorized, unintentional, intentional impact on Confidential Information (impact on information in violation of established rules for changing information, leading to distortion, forgery, destruction (complete or partial), theft, unlawful interception, copying, blocking access to information, as well as loss, destruction, or malfunction of the tangible information carrier);

13. The Parties bear civil, administrative, criminal liability for direct and/or indirect (including through inaction) Disclosure by them or through their fault of Confidential Information in accordance with the legislation of the Republic of Kazakhstan.
14. The Party that has violated the obligations assumed under the Agreement is obliged to compensate the documented actual damage caused to the other Party by such violation.
15. Responsibility for non-compliance with confidentiality requirements by a Third Party to whom confidential information has been disclosed in accordance with this Agreement lies with the respective Party to this Agreement that disclosed the confidential information to such Third Party.
16. Violation by the receiving Party of the terms of this Agreement, which did not cause and did not result in the Disclosure of Confidential Information, is grounds for imposing a fine on it in the amount of 100,000 (one hundred thousand) tenge for each identified case.
17. The basis for compensation of actual damage by the guilty Party is the identified facts of unlawful use and/or Disclosure of Confidential Information and the causal link between the guilty unlawful behavior and the Losses caused.