Public Offer Agreement

Individual Entrepreneur Vadim Sergeevich Guminsky

236038, 39 — Kaliningrad Region, City of Kaliningrad, Elovaya Alleya St., Building 5a, Block 2, Apt./Office 74

OGRNIP 322265100006311, INN 920454923920.

Public Offer Agreement for the Sale of Confectionery Products and the Production of Custom-Made Confectionery Products

General Provisions

1. Individual Entrepreneur Vadim Sergeevich Guminsky (OGRNIP 322265100006311, INN 920454923920) (registered address: 236041, Kaliningrad , 9 Aprelya St., 42 ), hereinafter the "Pastry Shop", publishes this Public Offer for the sale of confectionery products and the production of custom-made confectionery products, which are made at the Pastry Shop's registered address and presented on the Pastry Shop's official website https://vsetortynazakaz.ru
2. In accordance with Article 437 of the Civil Code of the Russian Federation (Civil Code of the RF), this document is a public offer, and if the terms set out below are accepted, the individual accepting this offer shall pay for the Pastry Shop's Goods in accordance with the terms of this Agreement. In accordance with Clause 3 of Article 438 of the Civil Code of the RF, the placement of an Order for Goods by the Customer by any of the methods provided for by this Offer constitutes acceptance of the Offer, which is deemed equivalent to concluding the Agreement on the terms set out in the Offer.
3. The Agreement concluded on the basis of the Customer's acceptance of this offer is a contract of adhesion, to which the Customer accedes without any exceptions and/or reservations.
4. In view of the foregoing, please read the text of the Public Offer carefully.
5. In this Offer, unless the context indicates otherwise, the terms below have the following meanings and form an integral part hereof:
   • Customer: an individual with legal capacity and the necessary authority who has concluded an Agreement with the Pastry Shop for the production of Goods on the terms set out in this Offer.
   • Recipient: the individual specified by the Customer when placing the Order as the person to whom the Pastry Shop is to hand over the Order. The Recipient may be the Customer or another individual. If the Recipient is an individual other than the Customer, the Agreement, insofar as it concerns the Pastry Shop's obligation to hand over the Order to such Recipient, is an agreement for the benefit of a third party in accordance with Article 430 of the Civil Code of the Russian Federation.
   • Website: the official website of the "Cupcake Queen" Pastry Shop located at https://vsetortynazakaz.ru
   • Order: the Customer's acceptance requesting that Goods of a certain type and quality be made and sold to them, containing information on the requested Goods (quantity, properties, weight, decoration), the time frame for fulfilment, and the form and amount of payment, made by selecting Goods from the Pastry Shop's catalogue posted on the website or on the basis of individual requests.
   • Confirmed order: an order that has been agreed with a manager by telephone and for which a prepayment or full payment has been received in the contractor's account.
   • Goods: handmade confectionery products made by the Pastry Shop at its own production facility in accordance with Orders placed either from the Pastry Shop's catalogue or on the basis of the Customer's individual requests (specifying weight, ingredients, decoration preferences, etc.); accessories and related goods included in the Contractor's electronic catalogue; packaging and fixtures intended for the assembly and transportation of confectionery products.
   • Manager: an employee of the Pastry Shop who provides the Customer with information and advisory services in placing an Order for Goods;
   • Delivery: delivery of the Order to the Customer or to the Recipient specified by the Customer, carried out by an employee of the Pastry Shop or by a third-party organisation engaged by the Pastry Shop.
   • Messenger: special software (a mobile application) installed on a mobile phone or other device and linked to a specific phone number.

1. Subject of the Agreement
   1. The Pastry Shop, in the course of its professional activity of producing handmade confectionery products, makes Goods to the Customer's Order and hands them over to the Customer or to the Recipient specified by the Customer, and the Customer pays for the Goods on the terms of this Agreement.
   2. If the Customer specifies another individual as the Recipient of the Order, then, insofar as it concerns the Pastry Shop's obligation to hand over the Order to such Recipient, the Agreement is concluded for the benefit of a third party in accordance with Article 430 of the Civil Code of the Russian Federation. Such Recipient is a beneficiary under the Agreement with respect to receiving the Order and is entitled to require the Pastry Shop to hand over the Order to them in accordance with the delivery terms agreed by the Customer.
   3. Until the Order is actually handed over, the Customer may change the Recipient and the delivery terms in the manner and within the time limits established by this Offer, without obtaining separate consent from the originally specified Recipient.
   4. Different terms of production and sale apply to the various groups of Goods posted on the website; these are set out separately for each group of Goods in the Annexes to the Agreement.
   5. This Agreement and its Annexes are official documents of the Seller and an integral part of the Offer.
2. Placing an Order
   1. The Customer places an Order for Goods through a Manager by telephone at +7 (913)158-99-38, via the website service https://vsetortynazakaz.ru, by sending an e-mail to contact@vsetortynazakaz.ru, or via the WhatsApp, Telegram or Viber messengers or messages to the VK group https://vk.com/cupcake.queenss
   2. When registering on the Pastry Shop's website, the Customer undertakes to provide the following registration information about themselves:
      • surname and first name (in Russian);
      • actual delivery address and delivery time;
      • contact telephone number.
   3. When placing an Order through a Manager, the Customer undertakes to provide the information specified in Clause 3.2 of this Agreement. The Customer accepts the terms of this Agreement by entering the relevant data in the registration form on the Website, by placing an Order through a Manager, or by sending an e-mail or messenger message for the purpose of placing an Order with the Pastry Shop. The Customer has the right to edit their registration information. The Pastry Shop does not change or edit the Customer's registration information without the Customer's consent. The Pastry Shop undertakes not to disclose the Customer's data provided during registration on the website https://vsetortynazakaz.ru and when placing an Order to persons not involved in fulfilling the Order. Upon completion of the registration process on the website, the Customer is assigned a unique username and password. After an Order is placed through a Manager or by e-mail, the Customer's data is registered in the Pastry Shop's database. By confirming the Order for the selected Goods, the Customer provides the Pastry Shop with the necessary information in accordance with the procedure specified in Clause 3.2 of this Agreement.
   4. The Pastry Shop is not responsible for the content and accuracy of the information provided by the Customer when placing an Order.
   5. The Customer is responsible for the accuracy of the information provided when placing an Order.
   6. All information materials presented on the website https://vsetortynazakaz.ru are for reference only and cannot fully convey accurate information about certain properties and characteristics of the Goods. If the Customer has any questions regarding the properties and characteristics of the Goods, they should consult a Manager by telephone, or by writing to the Pastry Shop by e-mail or messenger, before placing an Order.
   7. The final price of a cake depends on its weight, the complexity of the decoration, and the presence of figurines, photo printing and appliqué.
   8. No changes can be made to an order less than 3 days before the delivery date, as the product has already been included in the production schedule.
   9. Changes to an order may be made up to 3 days before the agreed delivery date
   10. The cost of decorating exclusive cakes is calculated individually.

Terms of Purchase of Confectionery Products from the Groups

"Pastries", "Desserts", "Ready-Made Cakes", "Tartlets"

"Macarons", "Cupcakes"

Annex No. 1 to the Public Offer Agreement for the Sale

of Confectionery Products and the Production of Custom-Made Confectionery Products

1. General Provisions
   1. All terms of purchase of confectionery products from the Groups "Pastries", "Desserts", "Ready-Made Cakes", "Tartlets", "Macarons" and "Cupcakes" are governed by this Annex, taking into account the main provisions of the Agreement. Capitalised terms not defined in this Annex have the meanings given to them in the general terms of the Agreement.
   2. The relations of the Parties under this Annex are governed by the Civil Code of the RF; the Law "On Consumer Rights Protection"; the Rules for the Sale of Goods by Distance Selling approved by Resolution of the Government of the RF No. 612 of 27.09.2007; and other regulatory legal acts of the Russian Federation adopted in accordance therewith.
2. Order Fulfilment Time Frames
   1. Each item of Goods from the Groups "Pastries", "Desserts", "Ready-Made Cakes", "Tartlets", "Macarons" and "Cupcakes" posted in the website catalogue has an estimated production time based on its standard characteristics, which may be extended depending on the quantity of Goods ordered from these Groups. The final time frame is stated in the Order once it has been agreed with a Manager.
   2. The time frame for the Pastry Shop to produce Ordered Goods from the Groups "Pastries", "Desserts", "Ready-Made Cakes", "Tartlets", "Macarons" and "Cupcakes" may not be less than 24 (twenty-four) hours from the moment the Order is placed.
      
3. Price and Payment Procedure for the Order
   1. The price of each item of Goods is shown on the website https://vsetortynazakaz.ru in the sections of the Groups "Pastries", "Desserts", "Ready-Made Cakes", "Tartlets", "Macarons" and "Cupcakes" and does not include the cost of Delivery.
   2. Ordered Goods from the Groups "Pastries", "Desserts", "Ready-Made Cakes", "Tartlets", "Macarons" and "Cupcakes" are paid for by making a 100% prepayment, at the customer's option, in cash or by non-cash means (from a current account or by bank transfer) at the Pastry Shop's office. The prepayment is non-refundable.
   3. The prices of any items of Goods shown on the website may be changed by the Seller unilaterally without notifying the Buyer. If the price of ordered items of Goods changes, the Manager undertakes to inform the Buyer of such change as soon as possible. The Buyer may confirm or cancel the Order.
4. Delivery of the Order
   1. The Goods are delivered to the Customer within the time frame agreed by the Parties when the Order is confirmed by the Pastry Shop's Manager, and on the other terms set out in the Order.
   2. Once the Order has been received and inspected by the Recipient or the Customer and the funds have been transferred to the contractor's account, claims regarding the quantity, completeness and appearance of the Goods are not accepted.

1. Courier delivery is made to the address specified in the Order. The Order may be handed over to the Customer and settled with the Pastry Shop's Courier only inside buildings (apartment buildings, private houses, offices, etc.) .
2. The Customer can obtain exact information on the cost of delivery from the Pastry Shop's Manager when placing the Order or on the website in the "Delivery" section.
3. Ownership of the Ordered Goods passes to the Customer from the moment the Goods are actually handed over to the Customer and the Customer has paid the full price of the Goods.
4. The risk of accidental loss of or damage to the Goods passes to the Customer from the moment the Goods are actually handed over to the Customer.
5. Delivery at a specific time is not available on weekends, public holidays or the days preceding public holidays, owing to the workload of the courier service and the pastry shop.

1. Other Terms
   1. The Buyer may cancel Ordered Goods from the Groups "Pastries", "Desserts", "Ready-Made Cakes", "Tartlets", "Macarons" and "Cupcakes" no later than 72 hours before they are handed over to the Customer, provided that the Pastry Shop is reimbursed for all expenses incurred in connection with actions taken to perform the Agreement. The prepayment made for the order is refunded in part or in full at the contractor's discretion.
   2. The Pastry Shop is not liable for Goods that have spoiled as a result of the Customer's failure to observe the storage conditions.
   3. The Customer may send any claims regarding improper fulfilment of the Order to the Pastry Shop's e-mail address or report them to the Pastry Shop's Manager by telephone. All information received is processed as soon as possible.
   4. The terms of this Offer are valid only if the Customer uses the Goods exclusively for personal, family, household and other needs not related to business activities.
   5. All text information and graphic images posted on the website are the property of the Pastry Shop and/or its partners.
   6. Materials posted on the website may have been taken from the Internet, where they are freely available for copying and are not protected by a watermark or patented, or purchased from stock photo libraries.
   7. The Pastry Shop may transfer its rights and obligations to fulfil Orders to third parties.
   8. The appearance and completeness of the Goods/Order, as well as the completeness of the entire Order, must be checked by the Customer at the time of delivery/receipt of the Goods. Upon delivery of the goods, the Buyer transfers the balance due for the order if the Customer is satisfied with the appearance and completeness of the Goods/Order. Once the Customer has received the Order, claims regarding external defects of the Goods, their quantity, completeness and presentation are not accepted. Differences in design or decorative elements of the Goods from those stated in the description on the website are not grounds for claims regarding the appearance and completeness of the Goods.

Terms of Production of Custom-Made Confectionery Products from the "Custom Cakes" Group

Annex No. 2 to the Public Offer Agreement for the Sale of Confectionery Products and the Production of Custom-Made Confectionery Products

1. General Provisions
   1. All terms of production of confectionery products from the "Cakes from the Catalogue" Group are governed by this Annex, taking into account the main provisions of the Agreement. Capitalised terms not defined in this Annex have the meanings given to them in the general terms of the Agreement.
   2. The relations of the Parties under this Annex are governed by the Civil Code of the RF, the Law "On Consumer Rights Protection" and other regulatory legal acts of the Russian Federation adopted in accordance therewith.
   3. Goods from the "Custom Cakes" Group are made to the Order of a specific Customer using individual dimensions (weight, height, width, etc.), taking into account the Customer's particular taste and individual preferences (filling, decoration, etc.). The Customer may not refuse Goods of adequate quality from the "Custom Cakes" Group, since this Group of Goods consists of Goods with individually defined properties. The prepayment made for the order is refunded in full or in part at the contractor's discretion.
2. Order Fulfilment Time Frames
   1. Each item of Goods from the "Custom Cakes" Group posted in the website catalogue has a production time based on its stated standard characteristics for the fastest fulfilment option, which may be changed if changes are made to the Goods, additional wishes of the Customer relating to the production of the Goods are fulfilled, the weight of the Goods is increased, a different filling is chosen, or other changes are made by the Customer. The final production time for the Ordered Goods, as well as any wishes stated regarding the Goods, are agreed with the Customer and specified in the Order.
   2. The time frame for the Pastry Shop to produce Goods ordered by the Customer from the "Custom Cakes" Group may not be less than 72 (seventy-two) hours from the moment the Order is placed and the prepayment is made. The prepayment is refunded in full or in part at the contractor's discretion.
   3. If the customer wishes to use the custom cake service urgently, i.e. less than 72 hours in advance or on the same day, the surcharge for such an order is 500-700 RUB.
3. Price and Payment Procedure for the Order
   1. The price of each item of Custom Cakes is stated per 2 (kilograms) and is shown on the website https://vsetortynazakaz.ru in the section of the "Custom Cakes" Group; it does not include the cost of Delivery. The final Price of Goods from the "Custom Cakes" Group is calculated based on the weight of the Goods ordered by the Customer. The Price of the Goods may be changed if changes are made to the Goods, additional wishes of the Customer relating to the production of the Goods are fulfilled, the weight of the Goods is increased, or other changes are made by the Customer. The final Price of the Ordered Goods, as well as any wishes stated regarding the Goods, are agreed with the Customer and specified in the Order.
   2. Ordered Goods from the "Custom Cakes" Group are paid for by making a 50% prepayment in cash or by non-cash means (bank transfer) at the Pastry Shop's office, or by non-cash payment through the payment system of the Pastry Shop's website. The prepayment is refunded in full or in part at the contractor's discretion. The balance is paid upon receipt, at the moment the goods are accepted.
   3. The prices of any items of Goods shown on the website may be changed by the Seller unilaterally without notifying the Buyer. If the price of ordered items of Goods changes, the Manager undertakes to inform the Buyer of such change as soon as possible. The Buyer may confirm or cancel the Order.
4. Delivery of the Order
   1. The Goods are delivered to the Customer within the time frame agreed by the Parties when the Order is confirmed by the Pastry Shop's Manager, and on the other terms set out in the Order.
   2. Once the Order has been received, claims regarding the quantity, completeness and appearance of the Goods are not accepted.
   3. Courier delivery is made to the address specified in the Order. The Order may be handed over to the Customer and settled with the Pastry Shop's Courier only inside buildings (apartment buildings, private houses, offices, etc.); handover of the Ordered Goods in public places (railway stations, metro stops, etc.) is not provided for.
   4. The Customer can obtain exact information on the cost of delivery from the Pastry Shop's Manager when placing the Order or on the website in the "Delivery" section.
   5. Ownership of the Ordered Goods passes to the Customer from the moment the Goods are actually handed over to the Customer and the Customer has paid the full price of the Goods. The risk of accidental loss of or damage to the Goods passes to the Customer from the moment the Goods are actually handed over to the Customer.
   6. Delivery at a specific time is not available on weekends, public holidays or the days preceding public holidays, owing to the workload of the courier service and the pastry shop.

1. Other Terms
   1. The Customer may cancel Ordered Goods from the "Custom Cakes" and "Urgent Custom Cakes" Groups by notifying the Pastry Shop in writing no later than 72 hours before delivery, but must pay the Pastry Shop the part of the established Order Price proportionate to the part of the work completed before notice of withdrawal from the Agreement was given.
   2. If the Customer withdraws from performance after making a prepayment for goods from the "Custom Cakes" and "Urgent Custom Cakes" Groups, the prepayment amount is not refunded.
   3. Information about the Goods and the rules for storing them is brought to the Customer's attention by posting it on the website.
   4. The Pastry Shop is not liable for Goods that have spoiled as a result of the Customer's failure to observe the storage conditions for the purchased Goods.
   5. The Customer may send any claims regarding improper fulfilment of the Order to the Pastry Shop's e-mail address or report them to the Pastry Shop's Manager by telephone. All information received is processed as soon as possible.
   6. The terms of this Offer are valid only if the Customer uses the Goods exclusively for personal, family, household and other needs not related to business activities.
   7. All text information and graphic images posted on the website are the property of the Pastry Shop and/or its partners.
   8. Materials posted on the website may have been taken from the Internet, where they are freely available for copying and are not protected by a watermark or patented, or purchased from stock photo libraries.
   9. The Pastry Shop may transfer its rights and obligations to fulfil Orders to third parties.
   10. The appearance and completeness of the Goods/Order, as well as the completeness of the entire Order, must be checked by the Customer at the time of delivery/receipt of the Goods. Upon delivery of the goods, the Buyer transfers the balance due for the order if the Customer is satisfied with the appearance and completeness of the Goods/Order. Once the Customer has received the Order, claims regarding external defects of the Goods, their quantity, completeness and presentation are not accepted. Differences in design or decorative elements of the Goods from those stated in the description on the website are not grounds for claims regarding the appearance and completeness of the Goods.
   11. If the Customer requests significant changes to Goods from the "Custom Cakes" Group, the Annex governing the "Terms of Production of Custom-Made Confectionery Products from the 'Cakes Made to Individual Order (Sketches)' Group" shall apply.

Terms of Production of Custom-Made Confectionery Products from the "Cakes Made to Individual Order" Group

Annex No. 3 to the Public Offer Agreement for the Sale of Confectionery Products and the Production of Custom-Made Confectionery Products

1. General Provisions
   1. All terms of production of confectionery products from the "Cakes Made to Individual Order" Group are governed by this Annex, taking into account the main provisions of the Agreement. Capitalised terms not defined in this Annex have the meanings given to them in the general terms of the Agreement.
   2. The relations of the Parties under this Annex are governed by the Civil Code of the RF, the Law "On Consumer Rights Protection" and other regulatory legal acts of the Russian Federation adopted in accordance therewith.
   3. Goods from the "Cakes Made to Individual Order" Group are made to the Order of a specific Customer using individual dimensions (weight, height, width, etc.) and parameters of the Goods (filling, decoration, fondant modelling, use of berries, photo printing, etc.), taking into account the Customer's particular taste. The Customer may not refuse Goods of adequate quality from the "Cakes Made to Individual Order" Group, since this Group of Goods consists of Goods with individually defined properties, except in cases expressly provided for by this Agreement.
2. Order Fulfilment Time Frames
   1. The fulfilment time for each item of Goods from the "Cakes Made to Individual Order" Group is agreed individually between the Manager and the Customer and is determined based on the individual dimensions (weight, height, width, etc.) and parameters of the Goods (filling, decoration, fondant modelling, use of berries, photo printing, etc.) provided by the Customer. The final production time for the Ordered Goods is agreed with the Customer and specified in the Order.
   2. The time frame for the Pastry Shop to produce Goods ordered by the Customer from the "Cakes Made to Individual Order" Group may not be less than 72 (seventy-two) hours from the moment the Order is placed and the prepayment is made. The prepayment is refunded in full or in part at the contractor's discretion.
   3. If the customer wishes to use the custom cake service urgently, i.e. less than 72 hours in advance or on the same day, the surcharge for such an order is 500-700 RUB on top of its price.
3. Price and Payment Procedure for the Order
   1. The Price of Goods from the "Cakes Made to Individual Order" Group is determined based on the weight of the ordered Goods (the price per 2 kg is shown on the website) and the decoration (based on the Customer's personal wishes). The final price of the ordered Goods from the "Cakes Made to Individual Order" Group is agreed between the Manager and the Customer and specified in the Order.
   2. Ordered Goods from the "Cakes Made to Individual Order" Group are paid for by making a 50% prepayment, at the customer's option, in cash or by non-cash means (bank transfer) at the Pastry Shop's office, or by non-cash payment through the payment system of the Pastry Shop's website. The prepayment is non-refundable.
   3. The prices of any items of Goods shown on the website may be changed by the Seller unilaterally without notifying the Buyer. If the price of ordered items of Goods changes, the Manager undertakes to inform the Buyer of such change as soon as possible. The Buyer may confirm or cancel the Order.
4. Delivery of the Order
   1. The Goods are delivered to the Customer within the time frame agreed by the Parties when the Order is confirmed by the Pastry Shop's Manager, and on the other terms set out in the Order.
   2. Once the Order has been received, claims regarding the quantity, completeness and appearance of the Goods are not accepted.
   3. Courier delivery is made to the address specified in the Order. The Order may be handed over to the Customer only inside buildings (apartment buildings, private houses, offices, etc.) .
   4. The Customer can obtain exact information on the cost of delivery from the Pastry Shop's Manager when placing the Order or on the website in the "Delivery" section.
   5. Ownership of the Ordered Goods passes to the Customer from the moment the Goods are actually handed over to the Customer and the Customer has paid the full price of the Goods. The risk of accidental loss of or damage to the Goods passes to the Customer from the moment the Goods are actually handed over to the Customer.
   6. Delivery at a specific time is not available on weekends, public holidays or the days preceding public holidays, owing to the workload of the courier service and the pastry shop.
5. Other Terms
   1. The Customer may cancel Ordered Goods from the "Custom Cakes" Group by notifying the Pastry Shop in writing no later than 72 hours before delivery and paying the Pastry Shop the part of the established Order Price proportionate to the part of the work completed before notice of withdrawal from the Agreement was given.
   2. If the Customer withdraws from performance after making a prepayment, the prepayment amount is not refunded.
   3. All text information and graphic images posted on the website are the property of the Pastry Shop and/or its partners.
   4. Materials posted on the website may have been taken from the Internet, where they are freely available for copying and are not protected by a watermark or patented, or purchased from stock photo libraries.
   5. The Pastry Shop may transfer its rights and obligations to fulfil Orders to third parties.
   6. The appearance and completeness of the Goods/Order, as well as the completeness of the entire Order, must be checked by the Customer at the time of delivery/receipt of the Goods. Upon delivery of the goods, the Buyer signs the delivery note if the Customer is satisfied with the appearance and completeness of the Goods/Order. Once the Customer has received the Order, claims regarding external defects of the Goods, their quantity, completeness and presentation are not accepted. Differences in design or decorative elements of the Goods from those stated in the description on the website are not grounds for claims regarding the appearance and completeness of the Goods.