PUBLIC OFFER

(PUBLIC OFFER AGREEMENT)

Astana

Mvoter Technologies Limited Liability Partnership (BIN 191040018597), hereinafter referred to as the «Company,» hereby officially offers any legal or natural person, hereinafter referred to as the «Client,» access to the SuperQR information system and subsequent technical support (hereinafter referred to as the «Services») under the terms set forth in this public offer.

1. TERMS AND DEFINITIONS

Client - an individual, an individual entrepreneur, or a legal entity, regardless of its organizational and legal form, that has accessed the superqr.com web resource and accepted the terms of this public offer.

Company LLP «Mvoter Technologies,» providing services to the Client for access to the SuperQR information system in accordance with the requirements of the current legislation of the Republic of Kazakhstan, including the Civil Procedure Code of the Republic of Kazakhstan in terms of observing the pre-trial dispute resolution procedure.

Copyright holder Mvoter Technologies LLP, which holds exclusive rights to the «SuperQR» Information System, database, and other intellectual property objects by virtue of the Law of the Republic of Kazakhstan «On Copyright and Related Rights» dated June 10, 1996, No. 6 and the Law of the Republic of Kazakhstan «On Trademarks, Service Marks, and Appellations of Origin of Goods» dated July 26, 1999, No. 456-I.

«Superqr.com» Information System» — corporate information system (including integration modules and other modules that allow the Client to use the additional functionality of SuperQR), hosted on the Company's server.

2. GENERAL PROVISIONS

2.1. This document, in accordance with Part 1 of Article 395 of the Civil Code of the Republic of Kazakhstan, is a public offer (hereinafter referred to as the Agreement).

2.2. The agreement enters into force from the moment its text is published on the official website of the Company on the Internet at superqr.com and remains in effect until the revocation of the offer by the Company. The Company has the right to revoke or amend the terms of this Agreement at any time at its sole discretion. In case of amendment of the terms of this Agreement by the Company, the amendments shall enter into force from the moment of publication of the amended terms on the Internet at superqr.com, unless a different term is specified by the Company upon such publication.

2.3. Acceptance (unconditional acceptance) of the terms of this public offer (the moment of contract conclusion) in accordance with Article 396 of the Civil Code of the Republic of Kazakhstan is considered the fact of the Client's registration on superqr.com, or the Client's payment of the Company's remuneration for the provision of Services in accordance with the terms of this Agreement, in the absence of a clearly expressed written agreement of the Parties to the contrary.

2.4. By accepting this public offer in the manner prescribed in clause 2.3 of this Agreement, the Client agrees to all the terms of the Agreement as set forth in the text of this Agreement, and in accordance with the Civil Code of the Republic of Kazakhstan, is considered a person who has entered into contractual relations with the Company under this public offer Agreement. In accordance with Part 2 of Article 394 and Part 3 of Article 396 of the Civil Code of the Republic of Kazakhstan, this Agreement is deemed to be concluded by the Parties in writing.

2.5. From the moment of acceptance of this public offer, the Client becomes a party to the Agreement and acquires the rights and obligations in accordance with the terms of this Agreement. The terms of this Agreement are accepted by the Client in full, without any reservations or modifications, and become binding.

2.6. The place of conclusion of the Agreement is the city of Astana.

2.7. By agreeing to the terms of this Agreement, the Client confirms that they understand the significance of their actions and are capable of directing them, and are not under the influence of delusion, deceit, coercion, or threat. The Agreement is entered into by the Client voluntarily, with prior full acquaintance with the terms of this public offer and user agreement, the content of which is clear to the Client. If the Client did not have the appropriate authority at the moment of accepting the public offer on behalf of a legal entity, they, as an individual, assume full responsibility for the fulfillment of this public offer.

3. SUBJECT OF THE AGREEMENT

3.1. The Client instructs, and the Company undertakes the obligations to provide Services for access to Superqr.com and technical support for access to Superqr.com. The Client undertakes to accept the rendered Services and to pay for them in the manner and on the terms provided for in this Agreement.

3.2. The company is the legal owner of Superqr.com, which does not use any elements that infringe on the rights of third parties.

3.3. Ownership rights to Superqr.com belong exclusively to the Company.

3.4. The Company undertakes to maximally protect the Client's information processed on the Company's servers from unauthorized access.

3.5. The company ensures the creation of primary accounting documents on Superqr.com in accordance with current forms approved by the authorized body.

3.6. In accordance with the legislation of the Republic of Kazakhstan, an electronic document drawn up in compliance with the requirements of the legislation of the Republic of Kazakhstan and signed with an electronic digital signature issued by the National Certification Center of the Republic of Kazakhstan is equivalent to a written form of a transaction (para. 3, art. 152 of the Civil Code of the Republic of Kazakhstan).

3.7. The Company does not guarantee that Superqr.com will meet all of the Client's needs and expectations.

4. COST AND PAYMENT PROCEDURE

4.1. The cost of Services is determined according to the price list posted on the Company's official website at superqr.com and is indicated in the issued invoice.

4.2. Upon expiration of the plan term or in the event that the Client fails to comply with Section 4.6 of this Agreement, the Company reserves the right to disable services related to outgoing external and internal documents on Superqr.com. However, the Customer retains the right to use incoming documents circulating within the System and received from counterparties. Access may be reinstated and any other pricing plan may be purchased only upon payment of the amount specified in the invoice for the plan selected by the Customer.

4.3. The company reserves the right to change tariffs, the number of documents in existing tariffs, or the cost of tariffs, as well as to remove existing tariffs, with prior notification via Superqr.com. In the event of a change to a tariff plan or one of its terms, the modified tariff plan will take effect on the first day of the month following the publication of such changes on the Superqr.com website.

4.4. If the Client refuses the service before its performance, the Client is entitled to a refund in accordance with Article 14 of the Law of the Republic of Kazakhstan «On Protection of Consumer Rights.».

4.5. An invoice for topping up the personal account balance is generated and indicated in the issued invoice.

4.6. The client has the right to request invoices, work completion certificates, and bills of lading in paper form via postal mail; the costs of sending shall be borne by the recipient of the correspondence by reimbursing the shipping expenses.

4.7. The parties have the right to conduct reconciliation of mutual settlements. The Company shall send the reconciliation statement to the Client via email, registered mail in accordance with the requirements of clause 4.6, or as an electronic document signed with a digital signature. The Client and its branches undertake to sign and send the reconciliation statement to the Company within 5 (five) business days from the date of its receipt.

4.8. In the event that the Company closes the tariff and/or tariff plan used by the Client, and the Company does not receive written notice from the Client to terminate the Agreement or a request from the Client to switch to another tariff and/or tariff plan within 3 (three) days from the date of closure of the tariff and/or tariff plan, the Company reserves the right, at its sole discretion, to transfer the Client to another tariff and/or tariff plan.

5. ACCESS CONDITIONS

5.1. The company ensures the operation of the server hosting Superqr.com 24 hours a day, 7 days a week, with the exception of scheduled maintenance breaks required for technological work and situations beyond the Company's control.

5.2. The Company takes technical and organizational measures to ensure the confidentiality of information provided by the Client, in accordance with the Company's Privacy Policy. Access to information provided by the Client is granted to Company employees solely for the purpose of technical maintenance or in the event of a Client claim regarding the quality of services. Only specially authorized Company employees, who bear personal responsibility for its confidentiality, have the technical capability to access such information.

6. Rules for working in the system

6.1. The client undertakes to observe equality of rights and interests of all participants in the information interaction.

6.2. Participants in information exchange undertake to refrain from actions aimed at harming each other.

6.3. Participants in information exchange independently determine counterparties for information exchange.

6.4. Other terms and conditions of working at Superqr.com, not mentioned in this Offer, are specified in the User Agreement and have mandatory legal force on par with this Offer.

7. RIGHTS AND OBLIGATIONS OF THE PARTIES

7.1. The Company has the right to:

7.1.1. to demand timely payment for services rendered in accordance with this Agreement;

7.1.2. if necessary, engage third-party organizations to perform work;

7.1.3. use the Client's company name and logo in presentations and on the official website of Superqr.com, indicating the Client as a client of the Company;

7.1.4. exercise other rights provided for by the Agreement.

7.2. The Company undertakes to:

7.2.1. ensure the functionality of Superqr.com;

7.2.2. Perform timely software updates on Company servers;

7.2.3. ensure 24/7 server availability, except during scheduled maintenance;

7.2.4. refrain from any actions that could hinder the normal use of Superqr.com by the Client, except for required Superqr.com improvements and maintenance work;

7.2.5. maintain the confidentiality of information that becomes known to the Company during the performance of this Agreement;

7.2.6. perform other duties specified in the Agreement.

7.3. The Client has the right to:

7.3.1. to have 24/7 access to Superqr.com, except during scheduled maintenance or unforeseen technical circumstances beyond the Company's control, in order to use all the functionalities of Superqr.com;

7.3.2. submit proposals for the Company's consideration regarding changes to Superqr.com's functionalities;

7.3.3. use the Company name and logo in the Client's presentations and on the Client's official website, indicating the Company as a partner;

7.3.4. exercise other rights provided for by the Agreement.

7.4. The Client undertakes to:

7.4.1. provide all necessary information to provide services;

7.4.2. to timely pay for the granted usage rights and Company services in the manner and within the timeframes established by this Agreement;

7.4.3. Comply with the requirements set forth in the User Agreement;

7.4.4. Do not attempt to copy, modify, decompile, or disassemble Superqr.com;

7.4.5. provide the Company with all information and documents necessary for the Company to fulfill its obligations under this Agreement;

7.4.6. perform other duties specified in the Agreement.

8. RESPONSIBILITY

8.1. The Parties shall be liable for the non-performance or improper performance of their obligations under this Agreement in accordance with the current legislation of the Republic of Kazakhstan.

8.2. The Client undertakes to respect the copyrights of the Company and other copyright holders on the documents, database, and software of Superqr.com. The Company has the right to terminate the Client's access to Superqr.com without notice if the Client commits actions that the Company, solely from its point of view, considers to be a violation of its copyrights and other rights. In this case, the amounts paid will not be refunded to the Client.

8.3. The company undertakes to maintain the confidentiality of personal data that becomes known as a result of the Client's registration, during the provision of services, during preventive maintenance on Superqr.com servers, or otherwise.

8.4. All information posted by the Client within the scope of the Services provided belongs to the Client. The Company does not control and is not responsible for the content of the information posted by the Client within the scope of the Services provided.

8.5. The Company is not liable for infringement of third-party rights resulting from the Client's actions of posting information and/or other actions performed using the Services provided by the Company.

8.6. The Company provides cloud storage for documents. The Company is not responsible for the preservation of the documents but will make every reasonable effort to ensure their preservation.

8.7. The company is not responsible for the accuracy of the data entered by the Client during authorization and use of Superqr.com.

8.8. The company is not responsible for issuing access rights/delegating them to Client employees if the Client performs this action themselves.

8.9. The company is not responsible for the actions/inactions of the Client's employees.

9. SAFETY RECOMMENDATIONS

9.1. By accepting this offer, the Client confirms that they have reviewed the safety recommendations provided by the Company and unconditionally release the Company from future claims regarding the quality of services rendered, claims, lawsuits, and other material demands, if the failure to comply with these recommendations resulted in (including, but not limited to) unauthorized access, loss, or leakage of information outside of Superqr.com, and other negative consequences for the Client.

10. FORCE MAJEURE

10.1. The parties are exempted from liability for non-performance or improper performance of their obligations under the Agreement in the event of force majeure circumstances – circumstances that arose beyond the will and desire of the Parties, which the Parties could not foresee and prevent, and which prevent the Parties from fulfilling their obligations under the Agreement, namely: fire, flood, earthquake and other natural disasters, hostilities, mass riots, introduction of a state of emergency, epidemics, blockades, changes in the legislation of the Republic of Kazakhstan that directly affect the performance by the Parties of their obligations under the Agreement.

10.2. The party for whom force majeure circumstances have occurred must notify the other Party in writing with confirmation from the relevant government bodies or the National Chamber of Entrepreneurs of the Republic of Kazakhstan no later than 7 (seven) calendar days from the date of occurrence of such circumstances; otherwise, it shall lose the right to refer to them in the future. The burden of proof of the fact of force majeure shall lie with the party for whom such circumstance has occurred.

10.3. In the event of force majeure circumstances, the performance of obligations under the Agreement is postponed for the entire period of these circumstances. If such circumstances last for more than 2 (two) months, either Party has the right to refuse to perform obligations under the Agreement, except for the performance of monetary obligations. In this case, the penalties provided for by the Agreement and the legislation of the Republic of Kazakhstan shall not be applied to the Parties.

11. INTELLECTUAL PROPERTY

11.1. The Client acknowledges the Company's exclusive rights to any software used by the Company to provide services under this Agreement, and further acknowledges that the use of the software in accordance with this Agreement does not grant the Client any ownership or other rights, except for the right to use it, expressly granted by this Agreement. The Client agrees not to engage, directly or indirectly, in any actions, either independently or through third parties, aimed at challenging or infringing upon the Company's exclusive rights.

11.2. The parties confirm that intellectual property rights not expressly transferred under this Agreement are deemed not transferred.

11.3. The Client acknowledges that all exclusive rights to the software and any other objects developed under this Agreement belong to the Company.

11.4. The client performs the actions necessary for the software product to function in accordance with its intended purpose, subject to the following conditions:

11.4.1. do not provide legal entities and individuals who do not have licenses to use the software product, the ability to use the software product in any way;

11.4.2. Use the software product in the system only in your own name.

12. CONFIDENTIALITY

12.1. Each Party has agreed to consider the text of this Agreement, as well as the entire volume of information exchanged and to be exchanged between the Parties during the conclusion of this Agreement and in the course of fulfilling the obligations arising from this Agreement, as confidential information (and to the extent permitted by applicable law, as trade secrets) of the other Party.

12.2. Each Party undertakes not to disclose in any manner (or make available to any third parties, except where such third parties have the appropriate authority by virtue of an express provision of law, or where the other Party gives its written consent to the disclosure of confidential information, as defined in accordance with Section 12.1 of this Agreement, to third parties) the confidential information of the other Party to which it has gained access upon the conclusion of this Agreement and in the course of fulfilling the obligations arising from the Agreement. This obligation shall be fulfilled by the Parties for the duration of this Agreement and for a period of 3 (three) years following the termination of the Agreement, unless otherwise agreed.

12.3. The present provisions impose confidentiality obligations on each of the Parties, as well as on all persons who are personnel of the Parties, including after the termination of their legal relations or employment contracts, and on other persons having access to such information. Disclosure of information recognized by the Parties as confidential shall be a breach of this Agreement and may result in unilateral termination of the Agreement, regardless of whether it is caused by intentional, negligent, or reckless actions of one of the Parties. This clause does not apply to cases where confidential information has been disclosed by the Client's opponents and has become widely known through no fault of the Parties, as well as to cases where a Party initiates legal proceedings against any third party, when the disclosure of confidential information occurred in the interests of a swift and full resolution of the case in court.

13. CONCLUSION OF AGREEMENT. TERM. PROCEDURE FOR AMENDMENT AND TERMINATION

13.1. The Agreement comes into force upon acceptance of the Agreement's terms by way of acceptance. The moment of acceptance of the Agreement's terms is the Client's registration on Superqr.com; The Agreement is valid for 1 (one) year.

13.2. This Agreement may be terminated by mutual agreement of the Parties by sending a formal notice. The Parties hereby undertake to take all necessary measures to fulfill their obligations arising from this Agreement, including the settlement of all outstanding accounts.

13.3. If the Client disagrees with the introduced changes, they have the right to terminate this Agreement immediately by sending a termination notice within 5 (five) calendar days from the date the changes come into effect. Otherwise, the mentioned changes are considered accepted by the Client.

13.4. This Agreement may be terminated by either Party unilaterally out of court, provided that the other Party is notified 30 (thirty) calendar days prior to the termination date. All services rendered up to the termination date must be paid for by the Client.

13.5. In case of breach of the Agreement by the Client, the Company has the right to terminate the Agreement prematurely in an out-of-court unilateral manner and immediately block access to the server without prior notice to the Client.

13.6. In the event of systematic (more than once) violation by the Client of the terms of this Agreement, the Company has the right to immediately terminate the Agreement without any compensation to the Client for losses, lost profits, penalties, or fines. The remaining funds in the Client's personal account shall be considered a penalty. Termination of the Agreement for the reasons specified shall be carried out by the Company unilaterally without prior notification to the Client.

13.7. If the Company's suspension of services is due to the Client's failure to comply with security recommendations, resulting in unforeseen negative consequences, the Company, without prejudice to its interests, has the right to terminate this Agreement prematurely and immediately block access to Superqr.com without prior notice to the Client.

13.8. This Agreement shall be deemed fulfilled only after the Parties have fully performed their obligations hereunder and/or a full settlement of accounts has been made in the event of termination of the Agreement.

13.9. To receive a hard copy of the Agreement, the Client shall send a request via email or by any other method agreed upon with the Company's specialist by phone, as indicated on the website.

14. DISPUTE RESOLUTION

14.1. All disputes and disagreements under the Agreement and arising from it shall be settled through negotiations.

14.2. In the event that the Parties fail to reach an agreement, all disputes, disagreements, and claims arising from or in connection with this Agreement, including those related to its conclusion, amendment, performance, breach, termination, cessation, and validity, shall be settled in the permanent arbitration court of Mvoter Technologies LLP in Astana.

14.3. In the event of recourse to arbitration by LLP «Mvoter Technologies» in Astana, the Parties have agreed to resolve the dispute by appointing one or three arbitrators in accordance with the Arbitration Regulations (Rules) and in accordance with the substantive law of the Republic of Kazakhstan in force at the time of filing the request for arbitration.

15. OTHER CONDITIONS

15.1. The agreement is valid throughout the territory of the Republic of Kazakhstan.

15.2. In case of changes to the tariff plan or any of its conditions, the modified tariff plan will come into effect on the first day of the month following the publication of these changes on the Superqr.com website.

15.3. The Company has the right to unilaterally amend the terms of this Agreement by publishing them on the Company's official website at superqr.com.

15.4. The relations between the Parties on issues not covered by the Agreement shall be governed by the current legislation of the Republic of Kazakhstan.

15.5. If any provision of this Agreement is or becomes invalid, the remaining provisions shall not be affected.

15.6. The Company has the right to transfer its rights and obligations under this Agreement to another legal or natural person. The Client does not have the right to transfer its rights and obligations under this Agreement to another person without the Company's consent.

15.7. The Parties undertake to inform each other within 15 (fifteen) calendar days of any changes to their details, as well as of any decisions concerning their liquidation or reorganization as a legal entity. In the event of non-performance of this obligation by one of the Parties, the other Party shall not be liable for the consequences caused by such non-performance.

15.8. By accepting the terms of this Agreement, the Client agrees to receive additional information and newsletters at the address and phone number provided during registration.

CONTRACTOR'S ADDRESS AND DETAILS

LLP «Mvoter Technologies», BIN 191040018597, legal address: Astana, Maylina St., bldg. 4/1, apt. 108, IIK KZ77601A871002660921 (KZ), Bank JSC «Halyk Bank of Kazakhstan», BIC HSBKKKZKX, OKED code 63112, Director Sadykov Bauyrzhan Timuruly, acting on the basis of the Charter.