PUBLIC OFFER FOR THE PROVISION OF ADVERTISING AND DIGITAL SERVICES
Effective date: May 25, 2026.
This document is an official public offer made by Sole Proprietor (FOP) Stavchenko Denys Serhiiovych, Tax ID 3723109299, Unified State Register entry No. 2002240000000161516 dated August 3, 2023, a single tax payer (group 3), non-VAT payer, hereinafter referred to as the “Contractor,” to an unlimited number of persons to enter into a services agreement on the terms set out below. Any person who accepts this Offer is hereinafter referred to as the “Client.” The Contractor and the Client are collectively referred to as the “Parties.”
This Offer is a public contract under the civil legislation of Ukraine and an electronic contract under the legislation on e-commerce. Acceptance of this Offer has the legal effect of entering into a written agreement.
1. General Provisions and Acceptance
1.1. Full and unconditional acceptance of this Offer is deemed to occur when the Client performs any action indicating an intention to receive the Contractor’s services, including submitting a request through https://top-team.com.ua/, approving a commercial proposal in electronic correspondence, providing a brief or access credentials, or paying an invoice in full or in part.
1.2. From the moment of acceptance, the Client confirms that they have read this Offer, understand its terms, accept them in full without reservations, and confirm the accuracy of the details and authority provided.
1.3. Electronic correspondence, messenger messages, invoices, acceptance certificates, appendices, briefs, media plans, technical assignments, approvals, and other documents exchanged through agreed communication channels are recognized by the Parties as valid evidence of agreements and performance.
2. Subject of the Agreement
2.1. The Contractor undertakes to provide the Client with advertising, marketing, analytical, creative, consulting, technical, and other digital services, and the Client undertakes to accept and pay for such services under this Offer.
2.2. The specific scope of services, timelines, fees, reporting format, number of revision rounds, list of channels and platforms, and special cooperation terms are defined in mutually agreed documents, including appendices, invoices, acceptance certificates, commercial proposals, briefs, and correspondence, which form an integral part of the Parties’ legal relationship.
2.3. Services may include, among other things, setup and management of campaigns in Meta Ads, Google Ads, TikTok Ads, Amazon Ads, and other systems, social media management, creative production, design of advertising materials, content support, SEO, web analytics, website development, ad placement on the Contractor’s and partners’ resources, and other tasks agreed with the Client.
3. Start Procedure and Work Organization
3.1. Work begins after terms are agreed, all required source materials and access credentials are received, and payment is received in the agreed amount.
3.2. The Client appoints a responsible contact person for approvals and decision-making. Absence of such a person or prolonged delays in approvals may affect deadlines.
3.3. The main communication channel may be defined separately by the Parties, including Telegram; an additional channel is email. Approvals provided through these channels have legal effect.
3.4. Deadlines are calculated from the moment the Contractor receives all required data, access credentials, and payment. Delays in information or approvals from the Client automatically and proportionally shift the deadlines.
4. Rights and Obligations of the Contractor
4.1. The Contractor undertakes to provide services with due quality, in good faith, professionally, and in accordance with the agreed scope of work.
4.2. The Contractor informs the Client about the progress of tasks and about circumstances that may prevent timely and proper performance.
4.3. The Contractor has the right to independently determine working methods and formats within applicable law and professional standards.
4.4. The Contractor has the right to engage third parties (subcontractors, specialists, experts) for specific tasks without reducing the Contractor’s responsibility to the Client for the final agreed result within the subject matter of the agreement.
4.5. The Contractor has the right to suspend services in case of overdue payment, failure to provide required data or access credentials, violation of agreed cooperation procedures, or other material breaches by the Client.
5. Rights and Obligations of the Client
5.1. The Client undertakes to provide complete and accurate information, documents, materials, access credentials, and other resources required for service delivery.
5.2. The Client undertakes to pay the Contractor’s invoices on time and not interfere with service performance.
5.3. The Client undertakes not to disclose commercially sensitive methods, materials, and other confidential information received from the Contractor.
5.4. The Client has the right to require proper performance under the agreed scope and to receive updates on work status.
5.5. The Client is responsible for the legality and accuracy of the materials provided and for holding all rights required to use them.
6. Fees, Payment Procedure, and Advertising Budget
6.1. Service fees are determined by mutual agreement and fixed in invoices, appendices, acceptance certificates, commercial proposals, or correspondence.
6.2. Unless otherwise agreed, payment is made within 3 (three) banking days from the invoice date.
6.3. For monthly support, the payment model may be 50% at the beginning of the reporting period (by the 3rd day of the current month) and 50% in the middle of the reporting period (by the 15th day of the current month), if expressly agreed by the Parties.
6.4. The payment date is the date funds are credited to the Contractor’s account.
6.5. Advertising budgets, platform charges, third-party service fees, licenses, domains, hosting, stock assets, integrations, and technical tools are paid separately by the Client unless otherwise agreed in writing.
6.6. Payment for services is made for professional work, expertise, team time, and provided service, and is not a guarantee of any specific commercial outcome.
7. Acceptance Certificates, Service Acceptance, and Objections
7.1. Service delivery is confirmed by an acceptance certificate for services/work, which may be sent to the Client by email.
7.2. If within 5 (five) calendar days after receiving the certificate the Client does not provide reasoned written objections, the certificate is deemed approved and signed, and the services are deemed properly delivered and accepted.
7.3. If justified objections are provided, the Parties agree on the timeline and procedure for revisions strictly within the originally agreed scope.
8. New Tasks, Revisions, and Scope Changes
8.1. The Contractor works within the agreed service package and task scope. Any new tasks outside the agreed scope are charged additionally after prior approval of price and timelines.
8.2. For design work, the base fee may include an agreed number of revision rounds, usually 2–3 iterations. Additional revisions are charged separately.
8.3. Revisions must be submitted in a clear, specific, and structured format. Lack of consolidated revisions or frequent chaotic changes may affect budget and timelines.
9. Liability of the Parties
9.1. For non-performance or improper performance of obligations under this Offer, the Parties are liable in accordance with the legislation of Ukraine and this Offer.
9.2. Each Party is responsible for the accuracy of information it provides to the other Party.
9.3. In case of payment delay, the Contractor has the right to claim a penalty equal to the double NBU discount rate applied to the overdue amount for each day of delay.
9.4. The Contractor’s aggregate liability for any claims by the Client is limited to the amount of service fees actually paid by the Client for the last 3 calendar months of cooperation, unless a higher limit is required by mandatory law.
9.5. The Contractor is not liable for failures or restrictions of third-party services, advertising platforms, payment systems, hosting providers, CRM systems, or other tools outside the Contractor’s control.
10. Results and No Profit Guarantee
10.1. The Contractor guarantees a professional approach, high-quality execution, analytics, and reporting within the agreed services.
10.2. The Client acknowledges that marketing outcomes also depend on factors outside the Contractor’s control, including product quality, pricing, service level, the Client’s sales process, lead handling, competition, seasonality, moderation decisions, and platform algorithms.
10.3. Forecast indicators in media plans are indicative. If no historical data is available, initial stages may be performed in a test format.
11. Confidentiality
11.1. The Parties undertake not to disclose to third parties the terms of cooperation, commercial information, materials, access credentials, analytics, financial indicators, technical solutions, or other non-public data obtained during cooperation.
11.2. Disclosure is allowed only where required by law or with prior written consent of the other Party.
12. Force Majeure
12.1. The Parties are released from liability for partial or full non-performance if such non-performance is caused by force majeure circumstances.
12.2. Such circumstances include, among others, war, terrorist acts, blockades, epidemics, fires, floods, earthquakes, government actions, large-scale technical failures, and other extraordinary events beyond the Parties’ control.
12.3. The Party affected by force majeure shall notify the other Party within 10 calendar days and provide proper confirmation.
13. Dispute Resolution
13.1. All disputes and disagreements shall first be resolved through negotiations and pre-trial correspondence.
13.2. If a dispute cannot be settled by negotiation, it shall be resolved in court in accordance with the laws of Ukraine.
14. Term, Amendments, and Termination
14.1. This Offer is valid indefinitely from the date of publication on the Contractor’s website until withdrawal or replacement by a new version.
14.2. The Contractor may unilaterally amend this Offer by publishing a new version on the website. The new version applies to relations arising after publication unless otherwise stated in that version.
14.3. Termination of cooperation does not release the Parties from final settlement obligations for services actually delivered and work performed.
15. Personal Data
15.1. By accepting this Offer, the Client consents to processing of personal data to the extent necessary for conclusion, performance, and administration of the agreement, as well as for business communication and accounting/tax purposes.
15.2. Personal data is processed in accordance with Ukrainian law and the Privacy Policy published on the Contractor’s website.
16. Contractor Details
Sole Proprietor (FOP) Stavchenko Denys Serhiiovych. Tax ID 3723109299. Unified State Register entry No. 2002240000000161516 dated August 3, 2023. Address: Dnipro, 7A Knyazya Volodymyra Velykoho Street, Ukraine. Bank account: UA253052990000026004050573575 UAH at JSC CB PRIVATBANK. Email: top.team.digital01@gmail.com. Phone: +38 (099) 309-68-57. Website: https://top-team.com.ua/.