DrunkLab Public Offer Agreement

Effective Date: November 24, 2023

Definitions

Company – DrunkLab LLC, legal entity registered in Georgia (reg. Number 400257547), located at 264 Omar Khizanishvili Street, Tbilisi, Georgia

Site – this web site located at https://dl.ge maintained by Company

Contractor – same as Company (DrunkLab LLC).

User – private individual viewing Site.

Goods – any physically existing product represented on the Site that need to be delivered via shipping company.

Services – remote services provided by DrunkLab LLC using its own proprietary software or third-party’s software.

Order – Goods and Services order placed by User through the Site.

Payment – transfer of funds in favor of the Contractor for the Services and Goods provided or prepaid balance deposit.

Customer – the same person as User or a corporate client represented by User made Payment for Goods or Services.

Agreement – Public Offer Agreement – official document published on the Site at address https://dl.ge/terms-and-conditions/

Parties – Contractor and Customer are the Parties of the Agreement

Account – Customer’s account on the Site, identified by login and password. This account credentials are used for identification in other software tools provided by Contractor.

Wallet – internal indication tool which displays the Customer’s balance in EUR equivalent. Positive balance indicates the Contractor’s due (prepaid amount), negative balance indicates the Customer’s due to be paid. Wallet is NOT a bank-like account or storage for electronic money.

Support – Contractor support team available via email, web widget, messaging and voice services as well. Refer Contacts section for email and phone number.

General

2.1. This Agreement describes the terms and conditions applicable to the Goods and the Services available through this Site.

2.2. This Agreement describes your responsibilities and, among other things, limits the liability of Contractor.

2.3. BEFORE USING SITE AND CONTRACTOR’S SERVICES, PLEASE READ THIS AGREEMENT CAREFULLY. BY ACCESSING ANY AREAS OF THIS SITE, YOU AND OTHER USERS AGREE TO ABIDE BY THESE TERMS AND CONDITIONS, WHICH WILL CONSTITUTE THIS AGREEMENT. If at any time you do not agree with any part of this Agreement or our Privacy Policy, YOU MUST DISCONTINUE USE OF THIS SITE.

2.4. DrunkLab LLC reserves the right, in its sole discretion, to amend, modify, or alter this Agreement at any time by posting the amended terms on this Site. We recommend that you review these terms and conditions periodically. The amended terms shall be effective from and after the date that they are posted on the Site.

Subject of the Agreement

3.1. Contractor provides a list of its Goods and Services available at corresponding prices.

3.2. Customer can order any of this Goods and Services available and receive invoice from Contractor.

3.3. Customer should make Payment according to the invoice issued.

3.4. Contractor should provide Services and Goods described in the invoice.

Order of entering into the Agreement

4.1. This Agreement does not require signing by the Contractor and the Customer to take effect. User willing to enter into the Agreement has to electronically accept the Agreement as written below.

4.2. User becomes the Customer accepting this Agreement by making Payment for the Goods and Services provided by the Contractor.

4.3. Acceptance of the Agreement making the Customer to bear the full responsibility of the Customer side described in this Agreement.

Rights and Obligations of the Parties

5.1. The Contractor undertakes to:

5.1.1. Organize and ensure the proper provision of Goods and Services.

5.1.2. Use all personal data and confidential information about the Customer only for provision, do not transfer and do not show information indicated in documentation and customer information to the third parties.

5.1.3. Use all data constrained with the Customer according to the published Privacy Policy.

5.1.4. Provide Customer support via messaging and voice services.

5.2. The Contractor is entitled to:

5.2.1. Unilaterally determine the value of the Goods and Services provided and to change the terms of this Agreement.

5.2.2. Independently determine the form and methods of Services provided on the basis of legal requirements, technical capabilities, as well as the specific conditions of the Agreement taking into account wishes of the Customer.

5.2.3. Use the Goods and Services of any natural persons or legal entities, for the purpose of timely and quality fulfillment of obligations under the Agreement. Independently determine the composition of Goods suppliers and professionals providing Services, and at its discretion to distribute the work between them.

5.2.4. To demand payment for rendered Services and dispatched goods or for Services which are being provided.

5.2.5. To refuse supplying Goods and providing Services for Customer in the case of Payment delay.

5.2.6. To get from the Customer any information which is necessary to perform its obligations under the Agreement. In case of any incorrect or incomplete information which was provided by the Customer the Contractor is entitled to suspend fulfillment of his obligations under the Agreement until necessary information is provided.

5.3. The Customer undertakes to:

5.3.1. Make Payments for Contractor’s Goods and Services in the order and in time determined in this Agreement and in the amount published on the Site.

5.3.2. To provide the Contractor with all the information and data which would be necessary to fulfill his obligations under the Agreement.

5.3.3. Do not disclose confidential information and other data provided by the Contractor in connection with the execution of this Agreement.

5.4. The Customer has the right to:

5.4.1. To demand information about any Goods characteristics, including all necessary certificates from the Contractor.

5.4.2. To demand proper and timely shipping of the Goods from the Contractor.

5.4.3. To demand information about Services provision from the Contractor.

5.4.4. To demand proper and timely provision of the Services from the Contractor.

Pricing and Payment for Goods and Services

6.1. General Provisions

6.1.1 All prices for Goods and Services are fixed in EUR.

6.1.2. Contractor reserves the right to change the prices for the Goods and Services.

6.1.3. Payment for all Goods and Services is made using funds indicated in the Customer’s Wallet.

6.1.4. Wallet currency is EUR (Euro).

6.1.5. For Customer’s the convenience the Site can show prices in USD using the USD / EUR conversion at the exchange rate from official sources, currently Yahoo Finance (https://finance.yahoo.com/). Payment will still be made in EUR.

6.2. Incoming payments processing and its indication in Wallet.

6.2.1 To execute the Customer’s Order, it is necessary to pay the required amount of EUR (or equivalent).

6.2.2 Every incoming payment will be recorded in the Customer’s Wallet history as a wallet balance increment transaction.

6.2.3. Payments are available using:

Bank transfer (EUR, USD);
PayPal (EUR, USD);
Bitcoin.

6.2.4. When the payment is made in a currency different from EUR using bank transfer, the conversion rate is fixed according to Yahoo Finance rates. PayPal makes currency conversion regarding its own rates. The exchange rate connected to the exact invoice is valid for 7 calendar days from the date on invoice issue. If the funds are deposited to the Contractor’s account later than 7 days – the current exchange rate will be used.

6.2.5. All additional costs constrained with the payment are paid by the Customer.

6.3. Orders execution and its indication in Wallet

6.3.1. Funds for the provision of Services are deducted from Wallet balance, according to order total in EUR.

6.3.2. The order amount is deducted from the Wallet balance when the Order status is changed from “On hold” to “Processing”. Every successful order processing event will be recorded in the Customer’s Wallet history as a wallet balance decrement transaction for the Order total amount.

6.3.3. Order status cannot be changed into “Processing” if the Wallet balance amount plus overdraft limit is less than the Order amount. In this case Order will be frozen in “On Hold” status until the Wallet balance amount is increased by a payment according to Clause 6.2.

6.3.4. If the order is frozen in “On Hold” state and there’s no payment within 24 hours it will be automatically cancelled.

6.3.5. In case the order is in “Processing” state and it cannot be processed for any reason (including Customer’s decision) the Order status will be changed to “Cancelled”. Every cancellation event will be recorded in the Customer’s Wallet history as a wallet balance increment transaction for the Order total amount.

6.3.6. Funds from Wallet cannot be converted into any of the monetary forms as well as transferred to any other Customer.

6.3.7. Customer has a right to request a refund of the remaining positive wallet amount. Refund requests are processed by contacting DrunkLab Customer Care team. All refund requests are processed manually, not later than in 3 business days after such request comes. Customer has 180 calendar days since last Wallet deposit to ask for refund.

6.4. Overdraft payment option, negative wallet amount policy

6.4.1. User’s account can be extended with payment on overdraft option. This upgrade is made by Company management decision based on relationship with Customer. Overdraft limit is set individually.

6.4.2. The outstanding balance is to be repaid not later than 15-th day of the month next to current. Interest rate is not applicable.

6.4.3. Any payment will decrease outstanding negative balance first.

6.5. Order change or cancellation

6.5.1. Any Order for the provision of the Service or the sale of Goods can be cancelled before the actual provision of the Service or Goods shipping to the Customer.

6.5.2. Replacing one Service with another is possible by canceling the first Service and placing Order for another Service.

6.5.3. For all issues not described in this section, you should contact Support.

6.6. Discounts and loyalty program

6.6.1. Loyalty program is a software defined system with automated calculation.

6.6.2. By default, all Customers are members of the Loyalty program. Customer’s membership can be terminated on demand or for any violation of this Agreement.

6.6.3. Discount level depends on the Customer’s total account turnover (sum of completed orders total amounts), without time limitation.

6.6.4. The following thresholds are applicable:

exceeding 5 000 EUR threshold activates the discount level of 15%;
exceeding 10 000 EUR threshold activates 20% discount;
exceeding 20 000 EUR – 25%;
exceeding 30 000 EUR – 30%.

6.6.5. Contractor has the right terminate Customer’s membership in the Loyalty Program in case of a Customer’s request for a refund.

6.6.6. Contractor can provide any other discount options for products of the services, applied both automatically and Customer’s demand.

6.7. Unclaimed Wallet funds

6.7.1. According to the section 6.3.4 of the Agreement Wallet balance refund is available only within 180 calendar days after last Customer’s Wallet deposit action.

6.7.2. The funds on Wallet balance are stated to be unclaimed after 3 years of Customer inactivity. Privacy Policy prescribes the deletion of the User Account, personal data and Wallet data including its balance in case of User inactivity.

Terms

7.1. Term of the Service provision is negotiated individually with the Customer. It depends on the date of receipt by the Contractor of all the required information from the Customer.

7.2. Term of Goods’ shipping is negotiated individually with the Customer, if additional information provided by Customer shipping term is 3 business days starting from the day the Order was placed and funds were withdrawn from Customer’s Wallet.

7.3. Term to make a claim (open dispute) for Goods or Services quality is 2 calendar days after Services provision or Goods delivery.

Shipping

8.1. Delivery of the Goods is provided by the third party (shipping company), international delivery service “DHL” ( dhl.com ) or “FedEx” ( fedex.com ).

8.2. Tracking number of the package is provided by Contractor to Customer within 1 day after shipping via messaging service or e-mail.

8.3. All taxes, VAT, customs duties and other duties connected with the conclusion and fulfilment of the Agreement outside the Customer’s country territory are to be paid by the Contractor, and those inside the Customer’s country territory are to be paid by the Customer.

8.4. Delivery terms and responsibility are described in shipping company’s Public Agreement.

Warranty and Service quality

9.1. Contractor guarantees the Goods to correspond the description provided in the “description” section of Goods’ page.

9.2. In case of discrepancy of quality or / and quantity of Goods declared in Invoice, Customer has a right to request full or partial refund from the Contractor.

9.3. In case of discrepancy of quality or / and quantity of Goods declared in Invoice, Customer has a right to request full or partial refund from the Contractor.

9.4. The regulating act for quality, warranty and shipping is INCOTERMS 2010.

9.5. All additional warranty policies are subject of individual negotiation with the Contractor.

9.6. If Customer doesn’t make a claim about Goods received or / and Services provisioned within the time described in the Terms section all Contractor obligations regarding Order are considered to be fulfilled properly.

Responsibility of the Parties

10.1. The Parties are responsible for any failure to fulfill their obligations under the Agreement in accordance with the law.

10.2. The Contractor is not liable for non-receipt of the Customer’s Goods and Services and Payment for Goods and Services is not refundable in case of:

10.2.1. Customer’s phone and email address which were specified are not valid or not available.

10.2.2. The Customer can’t receive the purchased Goods and Services by any technical reason including network inaccessibility or any other circumstances.

Special conditions and disputes consideration

11.1. This Agreement has the power of the Acceptance Certificate. Acceptance is performed without signing of the correspondence act.

11.2. Customer’s claims are processed within 2 business days from the date when the dispute arose. The Customer should send claims using email.

11.3. In case of disputes and disagreements relating Goods and Services provision the Contractor and the Customer undertake to apply the pre-trial procedure for settling the dispute. The nature of the Goods and Services provided must be taken into account if such dispute emerges.

11.4. All matters arising from the interpretation and application of this Agreement and not regulated by the Agreement are governed by the British Law. The Parties shall use all reasonable efforts to settle through negotiations any disputes arising out of the Agreement, constraint with the Agreement, its violation, termination or validity.

Force Majeure

12.1. Parties are released from liability for complete or partial failure to fulfill obligations under the Agreement if the failure to fulfill obligations was caused by Force Majeure, such as: fire, flood, earthquake, strikes, wars, acts of public authorities or any other act of God, not depending on the circumstances of the Parties.

12.2. Party which can’t fulfill obligations under the Agreement must notify the other Party in written form with the provision of supporting documents issued by the competent authorities. This notification must be done promptly but not later than 10 calendar days after the Force Majeure occurred.

Conclusion, amendment and termination of the Agreement

13.1. The time of conclusion of this Agreement is the moment of Payment deposited to the Contractor’s account.

13.2. The Customer enters into this Public Offer Agreement voluntarily, while the Customer:

13.2.1. fully acquainted with the conditions of the Agreement;

13.2.2. fully understands the subject and conditions of the Agreement;

13.2.3. fully understands the meaning and consequences of their actions in relation to the conclusion and execution of the Agreement.

13.3. The Customer has all the rights and powers required for the conclusion and obligations fulfillment of the Agreement.

13.4. The Customer may at any time unilaterally refuse the Contractor’s Goods and Services. In the case of unilateral Customer’s refusal from the Contractor’s Services the payment is not refundable.

13.5. For all matters not described in this Agreement, Parties shall be governed by the laws of the United Kingdom.

Contacts

DrunkLab LLC
264 Omar Khizanishvili Street
Tbilisi, Georgia
EN1736271 B19005154
Tel. +1 575 570 5770

Email [email protected]