to the organizers for the use of the Agent's Internet platform
- Basic provisions
- This Public Offer of company EXPOPROMOTER LTD (registration number 8710317), further, the Agent is an official offer to the Event Organizers to conclude an agreement on the use of the Agent's Internet platform for the sale of the Organizer's Tickets, guaranteeing the right of the Buyer/the Owner is entitled to access the event held by the Organizer, on the terms set out in the Organizer's Public Offer, which must be posted by the Organizer on the Agent's Website for Buyers to familiarize themselves with it.
- Full and unconditional acceptance of the terms of this Public Offer is considered its Acceptance.
- After the Organizer accepts this Public Offer, it is considered to be an agreement concluded between the Agent and the Organizer on the terms set out in the Public Offer. The conclusion of this Agreement means that the Organizer has fully read and agrees with the terms of this Public Offer.
- Terms and definitions
- Public Offer is an agreement between the Organizer and the Agent for the use by the Organizer of the Agent's Internet platform for Ticket sales, concluded between the Organizer and the Agent through the Acceptance of this Public Offer.
- Acceptance is a full and unconditional acceptance by the Organizer of the terms of this Public Offer, expressed in the fulfillment by the Organizer of the definitive actions - filling out the Organizer's Registration Form on the Agent's Website.
- Organizer is a legal entity or individual entrepreneur providing services for the preparation and holding of events.
- Event is a pre-planned and determined by place, time and number of participants demonstration of information, theatrical, entertainment, cultural, educational, advertising and commercial, entertainment and cultural and sports products (theatrical performance, circus performance, concert, excursion, exhibition, fashion show, film show, festival, show, sports competitions, conferences, forums, workshops, trainings, and other public events).
- Buyer is an adult, fully capable individual, or a legal entity who, in accordance with the terms of the Organizer's Public Offer, purchases a Ticket that entitles it to receive the Organizer's services.
- Owner is any adult, fully capable individual or legal entity who has received a Ticket from the Buyer/previous Owner on a legal basis and has applied to the Organizer for services.
- Agent is a legal entity, EXPOPROMOTER LTD, registration number 8710317, which provides the Organizer with the technical possibility to sell Tickets for the Events, as well as other opportunities in accordance with the terms of this Public offer, through the use of the Internet resource (Internet platform) owned by the Agent. The Agent is not a person acting in its own interests.
- Website is a collection of web pages hosted on the Internet, united by a single theme, design and a single domain address space https://ticketforevent.com, owned by the Agent.
- Internet platform is Agent-owned system of software solutions and scripts, including a website https://ticketforevent.com, performing tasks for automating the processes of creating an electronic database of the Organizer's events, selling and exchanging Tickets. The Internet platform and all its elements are objects of copyright.
- The rules for using the Internet Platform - a set of rules established by the Agent that determine the procedure for using the Internet Platform by the Organizer.
- Service is an activity of the Organizer, the result of which has an intangible form, aimed at preparing and holding events, the attendance of which is offered by the Organizer to the Buyer/the Ticket Holder.
- Ticket is a document certifying the right of the Buyer/the Owner of the Ticket for access to view/participate in the event specified in the ticket.
- The Organizer's registration form - a duly executed request for registration of the Organizer on the Agent's Website in order to gain access to the Agent's Internet Platform for the purpose of using it on the terms set out in this Public Offer.
- Request is a duly executed request from the Buyer/the Owner to purchase the Ticket.
- Personal Account is a service provided by the Agent to the Organizer using the Agent's technologies, organizing the Organizer's personal space on the Agent's Website. Only registered users of the Agent's Website have access to the Personal Account.
- Buyer/Owner Service is a subdivision of the Organizer providing information support and service to Buyers/Owners on all issues related to the provision of services by the Organizer.
- Scope of this Agreement
- In accordance with this Public Offer, the Agent provides the Organizer with a technical opportunity, when using the Agent's Internet platform, to carry out a set of actions aimed at electronic issuance, accounting, sale and exchange of Tickets.
- The Organizer is the person responsible for the sale of Tickets, the organization and conduct of events, the receipt of appropriate services by the Buyer/the Owner.
- The Agent, when providing the Organizer with a technical opportunity in accordance with this Public Offer, is not a person providing services to the Buyer/the Owner. The Organizer does not instruct the Agent to perform any actions with respect to the Buyer/the Owner both on its own behalf and on behalf of the Organizer.
- In accordance with the procedure and conditions, Remuneration to the Agent for the use of the Internet Platform by the Organizer for the purpose in accordance with this Public Offer is paid in the following amount and on the following conditions:
Subscription Fee Model
Monthly subscription fee
The number of free tickets
Cost per ticket (additional)
Event web page
Reports and analytics
Tools for store integration
Integration of the organizer's processing
Placement of the event on the Billboard TicketForEvent
Placement of the event in the catalog for partners
Placement of the event in the general mailing list to partners
Placement of the event in the mailing list to customers
TOP event placement
Partner support (Manager)
Pre-moderation of registrations
Customer Support Service
Live Chat support
Individual support (manager)
Platform for the event
Conference Hall module (per 1 session)
Expo Hall module (per 1 company)
Accepting payments for tickets (including processing, customer support and document management)
Settlements with partners
*Cost excluding VAT
**To connect the specified service, it is necessary to conclude a separate agreement.
The Organizer can clarify the conclusion procedure by contacting the Agent by e-mail at email@example.com.
- Online payment acceptance systems may charge an additional fee for their use. The Organizer undertakes to receive information on the procedure for charging/debiting the commission, as well as its amount, independently.
- In accordance with this Public Offer, direct legal relations when the Organizer carries out activities to provide services to consumers arise only between the Buyer/Owner and Organizer.
- From the moment the Organizer fills out the Organizer's Registration Form on the Agent's Website and receives access to the Organizer's Personal Account, the terms of this Public Offer are considered unconditionally accepted by the Organizer.
- The Agent reserves the right to reject the Organizer's request for registration without warning and without explanation of the reasons.
- The visual design of the Internet Platform, including text information posted on it, is the intellectual property of the Agent.
- Information about the Organizer
- The information provided by the Organizer on the Agent's Website during registration of the Organizer's Registration Form is confidential and is not subject to disclosure to third parties, except in cases expressly provided for by applicable law and this Public Offer.
- When registering an Organizer on the Agent's Website, the Organizer is obliged to provide complete and reliable information about itself. The Organizer bears the risk of liability for the inaccuracy of the data provided by it when registering on the Website.
- When registering on the Website, the Organizer provides the following information:
- Contact details (phone number, email address);
- Country of state registration of the Organizer;
- Name of the Organizer;
- Details of the Organizer;
- The number of planned events.
- The Agent does not verify and is not responsible for the accuracy and reliability of the information provided by the Organizer during registration.
- Upon establishing the fact or whether the Agent has grounds to believe that the data provided by the Organizer is unreliable, the Agent has the right to temporarily block or completely delete the Organizer's account.
- The Organizer agrees to transfer the Organizer's data received by the Agent to any third parties acting on the basis of an agreement with the Agent solely for the purpose of fulfilling the obligations assumed by the Agent to the Organizer.
- The Organizer undertakes to provide the Agent with any additional information necessary for the Agent to correctly fulfill its obligations.
- The Organizer gives its consent to inform it about the services provided by the Agent.
- The procedure and rules for using the Internet Platform by the Organizer
- To organize the sale of Tickets for Events, the Organizer must register on the Agent's Website. The Organizer's personal account is formed on the Agent's Website upon registration.
- The password to the Organizer's Personal Account is set by the Organizer itself during registration.
- Upon registration, the Organizer automatically receives a confirmation of registration to its email address.
- Upon completion of Registration, the Organizer is assigned an identification number on the Internet platform, registration is considered completed.
- After registration, the Organizer has access to a standard set of Internet platform functionality. The scope and content of the services are determined by the Agent at its discretion and may be changed at any time.
- The standard set of functionalities of the Internet platform includes the following features:
- Managing interactive interaction between the Organizer and the Buyer/the Owner when selling Tickets, providing services by the Organizer;
- Widget settings for integration with the Organizer's website, if one exists, and sales through it;
- Obtaining the html code of the "Buy ticket" button for posting on the Organizer's social networks and on partner resources at the discretion of the Organizer;
- Using a standard integration package;
- The standard design of the event page;
- Connecting a typical Buyer questionnaire;
- Generation of electronic Tickets based on the Buyer's Request;
- Standard visual and text ticket design;
- Conducting electronic correspondence with Buyers/Owners, sending them automatic messages containing the necessary and required information;
- Informing the Buyers/Owners about the services provided by the Organizer and the Bonuses offered;
- Creating personal accounts of the Buyers/Owners for the purpose of purchasing Tickets for Events;
- Creating, editing and managing the Organizer's informational and advertising content;
- Collecting, processing and consolidating the information required by the Organizer, as well as obtaining up-to-date data on the result of the Organizer's ticket sales activities;
- Collecting information from third parties interested in participating in the Event;
- Forming of standard reporting on sales of the Organizer;
- Ensuring correct and timely reflection of information about Ticket transactions, visits of the Buyer/Owners of the Organizer's events;
- Making payments using the credit card payment system and other payment methods available on the website;
- Changing the login and password for the Personal Account;
- Using a standard set of marketing tools (lead generation to collect potential buyers; promo codes, e-mail newsletters) at the discretion of the Organizer;
- Attracting additional Buyers/Ticketholders through the Platform's partner network.
- The use of additional services of the Internet-platform is agreed upon and paid for by the Organizer additionally, and includes opportunities:
For the purposes of this Public Offer, the following terms are used in the following meanings:
- Additional software integrations and solutions at the request of the Organizer;
- Changes and adaptations of the design elements of the Internet platform, Ticket to the corporate style of the Event Organizer;
- Create an interactive hall layout to select seats for the Organizer's Events;
- Supporting and organizing registration of Visitors/Owners on the day of the Event of the Organizer;
- Additional settings of analytics and reporting formats for the Organizer's Event;
- Other additional services on request of the Organizer.
- The Agent shall:
- Demonstrate and post the Organizer's Registration Form on the Website.
- Provide assistance, if necessary, to the Organizer in his registration on the Website.
- Provide technical and informational assistance and support to the Organizer in case of any difficulties in connection with the use of the Internet platform by the Organizer. The Agent guarantees the provision of such assistance not later than 24 hours from the date of receipt of the relevant application from the Organizer. The said consultation shall be provided to the Organizer by e-mail specified by the Organizer during registration on the Website.
- Provide technical support for the Internet platform.
- Ensure a high level of security of the Internet platform in order to prevent the loss of data posted and received by the Organizer while using the Internet platform.
- Store data of inactive Organizers in the system for 45 calendar days. After this period, the Personal Account data is automatically deleted.
- Immediately terminate access to the Organizer's Personal Account at the Organizer's written request, without the Organizer having to give reasons for such a request, and resume access at the Organizer's written request.
- At the Organizer's written request, if the Organizer has lost the login and password to the Personal Account, restore the Organizer's access to the Personal Account.
- Provide the Organizer with the technical possibility to generate and exchange Tickets as provided by this Public offer.
- Notify the Organizer of temporary interruptions in the work of the Internet-platform due to the implementation of technical maintenance of the Internet-platform, during the installation, commissioning and maintenance works, works on equipment modification or software updates, as well as in other cases of objective need of temporary suspension of the Internet-platform, not less than 3 (three) working days before the date of such works, indicating the suspension of the Internet-platform.
- Agent shall have the right to:
- Engage third parties to perform their obligations under this Agreement without the consent of the Organizer.
- Check the information placed by the Organizer on the Agent's website for its reliability and compliance with the legislation of the Russian Federation.
- Independently determine the methods and ways of working with the Internet platform, based on and in order to fulfill the obligations under this Public offer, taking into account the requirements of the law, his professional knowledge and experience.
- Without coordinating with the Organizer to determine additional rules on the use of the Internet platform, to amend them. In this case, the Agent is obliged to notify the Organizer of the amendments introduced within 1 (one) day from the date of their introduction. In cases of disagreement of the Organizer with such rules, the Organizer shall have the right to withdraw from this Agreement.
- Modify and/or delete any information entered or posted by the Organizer on the Website, including information about the Events, at its sole discretion and without the need to obtain additional consent from the Organizer.
- Carry out maintenance of the Internet platform, installation, commissioning and preventive maintenance, work on equipment modifications and software updates with a temporary suspension of the Internet platform for the period of such work.
- Post advertising information or any other information for public distribution on the Website and in Personal Account without prior approval from the Organizer.
- Send informational and advertising messages to the Organizer. The Organizer hereby agrees to receive such messages.
- Store, process and use data of the Organizer in accordance with the Policy on Personal Data Processing. The Agent shall store and process personal data to the extent necessary to generate Tickets.
- The Organizer shall:
- Act reasonably and in good faith in the performance of this Agreement in accordance with its requirements and legal requirements.
- Get acquainted with the current version of this Public offer each time of visiting the Website prior to receiving services.
- Independently determine the terms of cooperation with partners providing services to attract Buyers to the Events.
- Timely transfer funds for the use of the platform and additional services.
- Not later than on the 15th day of the month following the reporting month to evaluate the potential Buyers attracted by the partner providing services to the Organizer to attract potential Buyers for their compliance with the requirements set by the Organizer to such potential Buyers. After the 15th day of the month all potential Buyers attracted by the Partner shall be deemed approved by the Organizer and their attraction services shall be subject to payment.
- Do not violate copyrights, trademark rights, patents, or intellectual property rights of third parties.
- Not to transfer passwords for access to Personal Account to third parties and, for security purposes, change them at least once (once) a month.
- State the information placed for the Buyer/Owner on the Website of the Agent in simple and understandable language that does not imply ambiguous interpretation.
- Not mislead Buyers/Owners about the services provided by the Organizer.
- Prior to the start of the Event, check the Buyer's participation status, confirmation number, and/or if there are any restrictions.
- Assist the Agent on all matters relating to the execution of this Agreement, to transmit complete and accurate information required under this Agreement.
- At the written request of the Agent within 1 (one) working day from the date of receipt of the relevant request, provide the Agent with the documents, or copies of the documents that the Organizer is obliged to have in connection with the organization and holding of events, as well as those related to the event, including those necessary in accordance with applicable law.
- Make Buyers/Owners aware of the rules of the event.
- Timely notify the Agent of all situations requiring additional approval.
- Independently resolve problems with Buyers/Owners, if any.
- Independently be liable to the Buyers/Owners for improper performance or non-performance of the assumed obligations.
- To respond in a timely manner to complaints from Buyers/Owners regarding the quality of services provided by the Organizer.
- Do not disseminate information unrelated to the Events through the Website.
- Be liable to the Agent in case of causing losses to the Agent by his/her guilty actions/inaction.
- The organizer shall have the right to:
- Upon additional agreement with the Agent, present information about the Agent as its partner, as well as use the official symbols of the Agent in his advertising campaigns.
- Place information about the Internet Platform in its own advertising and informational materials, websites and other means of informing Buyers/Owners. The text of such information messages shall be agreed upon with the Agent.
- To inform Buyers/Owners about the Internet platform as a resource, using which it is possible to purchase Tickets for the Organizer's events.
- Use the Agent's logo only within the framework of this Agreement and by additional agreement with the Agent.
- The Organizer, using the Internet platform, shall have no right to:
- Send mass electronic messages of commercial, advertising and other nature, which were not agreed by the recipient of such information, or in the absence of the recipient's consent to such mailing, or to recipients not related to the obligations of the Organizer to the Buyers/Owners, arising in connection with the purchase of Tickets when using the Internet platform on the terms of this Public offer.
- Post photos and videos of erotic, pornographic, vulgar or violent content on the Website.
- Place personal data of individuals, information of defamatory and insulting nature, information constituting commercial secrets, information about private life of a person, information that violates personal and business reputation, information that can cause harm to life and health of a person, any materials with copyright violation, as well as any other prohibited information in accordance with the current legislation.
- Propagandize and call, including veiled, for violence and cruelty, overthrow of the existing authorities, discrimination on the basis of gender, race, religion, nationality.
- Post and distribute any information that can be used to break into computer systems or contain computer viruses or other components equated to them.
- Modify the Internet Platform software, including modifying, disassembling, decompiling, decrypting and other unauthorized actions with the object code of the Internet Platform software.
- Use multiple accounts or organizations to distribute information about the same Events.
- Use the Internet Platform in a way that is not provided by this Public offer.
- The Agent shall not be liable to the Buyer/Owner for improper performance by the Organizer of its obligations.
- The Agent shall not be liable for any obligations of the Organizer related to the Organizer's provision of services to Buyers/Owners, including any losses that the Organizer may incur in connection with the poor provision/non-provision of services by the Organizer.
- In case the Buyer/Owner and/or other persons present the Agent with property claims/fines/penalties for non-performance or improper performance of services by the Organizer, including application of sanctions (fines) by controlling (supervising) authorities to the Agent for violations committed by the Organizer, the Organizer shall take all possible measures to settle such claims, as well as compensate all losses incurred by the Agent due to such circumstances.
- The Agent shall not be liable and shall not indemnify the Organizer/Buyer/Owner for possible losses in case of interruptions in the work of the Internet Platform, technical failures or damages to the equipment and (or) software failures, temporary absence of the Personal Account services for reasons beyond the Agent's control, and as a result of actions/inaction of third parties, including communication, power supply and other persons, whose actions/inaction affect the Website performance, and also in cases stipulated by
- The Agent is not a party to the agreement of the Organizer and the partners rendering him services to attract potential Buyers, and shall not be liable for non-performance/undue performance of its obligations to the Organizer by its partner.
- The Organizer independently secures the information about the login and password to the Personal Account and bears all risks associated with the loss or unauthorized access by third parties to such information.
- The Organizer shall be fully liable for the provision of incorrect information, resulting in the inability of the Agent to properly perform its obligations to the Organizer.
- The Organizer shall be solely liable to the Buyer/Owner, other interested parties and regulatory authorities for failure to submit or submission of false information on events.
- In case of cancellation, replacement or postponement of the event, as well as in case of legitimate refusal of the Buyer or spectator to attend the event before its start, the organizer shall independently settle the issue of compensation for losses, payment of penalties and interest for the use of borrowed funds, as well as compensation for moral damages, in case of such claims by the Buyer.
- The Agent shall not be liable for the actions of the Organizer and its official representatives, as well as for the organization and the fact of the event.
- The Organizer, in accordance with applicable law, must independently and at its own expense settle disputes with the rightsholders or their legal successors, in cases of justified claims from their side related to the improper use by the Organizer of the exclusive rights belonging to them.
- The Agent shall not be liable for any negative consequences due to the Organizer's ignorance of the rules and conditions of use of the Internet platform.
- The Organizer guarantees that all Buyers who purchased their tickets through the Website have the same rights as Buyers who purchased tickets at other official points of sale of such tickets. If the Agent establishes a violation of this clause, the Organizer shall be liable for all possible claims that may arise from this fact.
- If the Agent is brought as a defendant in lawsuits related to the Event, the Organizer undertakes to act on the side of the Agent and reimburse the losses associated with the litigation in full within 10 (ten) calendar days from the date of the relevant claim by the Agent, and in case of bringing the Agent to administrative responsibility, compensate the Agent the amount of fines issued by the competent authorities in double.
- Agent shall be liable for non-proliferation of personal data.
- The Internet platform is provided to the Organizer for use "as is" in accordance with the principle generally accepted in international practice. The Agent shall not be liable for any problems arising for the Organizer in the process of using the Internet platform in case of incompatibility of the Internet platform with other software products and applications, as well as in case of inconsistency of the results of using the Internet platform with the Organizer's expectations.
- The Parties undertake to take all necessary and sufficient measures to ensure that the information received by each Party in the performance of this Agreement does not become known to third parties. This requirement does not apply to the transfer of information during the use of the Internet Platform by the Parties to the persons providing the functioning of the Internet Platform. The Parties guarantee non-disclosure of information and data received by them in the course of performance of this Agreement.
- The Parties may disclose confidential information to third parties in cases established by the laws of the Russian Federation.
- Each Party will take all necessary measures to protect the information with at least the same degree of care and diligence as it protects its own information. Access to the information received by the Parties will be granted only to those employees of each Party who are reasonably required to perform their duties under this Agreement.
- The obligation to keep confidential information confidential is valid within the term of this Agreement and for 10 (ten) years after its termination, unless separately agreed otherwise by the Parties.
- The confidentiality obligations of the Parties will not apply to publicly available information, or to information previously received from a third party, provided that the source of such information is confirmed.
- The Agent and its employees are prohibited to disclose or transfer, both in writing and orally in favor of third parties, any information relating to their cooperation with the Organizer, including any terms of this Agreement, transfer personal and contact information of the Organizer's employees, except as further agreed with the Organizer, or in order to perform the Agent's obligations under this Public offer.
- The Parties shall be exempt from liability for partial and/or full failure to perform their obligations under this Agreement if such failure is the result of extraordinary and unavoidable circumstances of insuperable force, which the Parties could neither foresee nor prevent by reasonable measures, and if these circumstances directly affected the performance of this Agreement and arose after its conclusion (force majeure). In this case, the period of performance of obligations under this Agreement shall be postponed in proportion to the time during which such circumstances, as well as the consequences caused by them, were in effect.
- Force Majeure circumstances include: earthquakes, floods, fires, transport accidents, riots, civil unrest, war and military actions, publication of restrictive regulations, declaration of default in the economic situation of the country, as well as other events beyond reasonable anticipation and control of the Parties. The Party, for which it is impossible to fulfill obligations under this Agreement due to the occurrence of the above circumstances, shall be obliged to notify the other Party in writing without delay, but not later than 7 (seven) working days from the date of their occurrence. The notification must contain data on the occurrence and nature of the circumstances and their possible consequences. The occurrence of force majeure circumstances must be documented by an authorized state body.
- Failure to notify and/or improper notification of the other Party, for which it has become impossible to fulfill obligations due to force majeure circumstances, shall result in the loss of the Party's right to refer to such circumstances as grounds exempting it from liability under this Agreement.
- If the period of force majeure exceeds six (6) months, either Party shall have the right to terminate this Agreement.
- All disputes and disagreements that may arise between the parties shall be resolved through negotiations with mandatory compliance with the claim (pre-trial) procedure for dispute resolution. The deadline to respond to the claim - 20 (twenty) working days from the date of its receipt by the party. If disputes are not settled by negotiation, disputes shall be resolved in accordance with the laws of the country of the Agent, in accordance with the rules of jurisdiction and jurisdiction of the country of the Agent.
- In all other cases not regulated by this Agreement, the Parties shall be governed by the applicable laws of the Agent's country.
- The Parties agree that all correspondence by e-mail, as well as by correspondence in messengers, will have legal force equal to correspondence and (or) exchange of messages by postal messages, if it is carried out from (to) the address and telephone numbers specified by the Organizer during registration on the Website, the Agent - specified on the Agent's Website in the contact section. The parties agree that the exchange of messages via e-mail and messengers is carried out only by duly authorized persons.
- In case of changes in the location, telephone number, e-mail address and (or) contact persons, as well as any other information, which the Party specified at the time of Acceptance of this Public offer by the Organizer, the Party, which has changed the specified data, shall immediately inform the other Party about it. Otherwise, the Party has no right to refer to the fact of non-receipt of the message or information, if the messages and information were sent to the known contact information.
- The Parties also agree that the phone number, which is indicated by the Organizer when registering the Organizer on the Internet platform, is owned and/or accessed only by a duly authorized person of the Organizer.
- The Parties acknowledge the legal validity of documents sent (received) in electronic form (as well as scanned copies of documents), including those received by downloading appropriate files at the links provided by the Agent/Organizer.
- The parties undertake to promptly inform each other of all circumstances that may significantly impede or make it impossible to fulfill their obligations under this Agreement.
- The Organizer has the right, with prior notice to the Agent, to transfer its rights and obligations under this Agreement to a third party. At the same time, such third party must be familiarized with this Public offer prior to the transfer of rights and obligations under this Agreement.
- This Public offer is published by placing its text on the Agent's website www.buletum.com and shall be effective from the moment of such publication.
- The Agent has the right to change the terms of the Public offer unilaterally without prior approval of the Organizer, ensuring the publication of the amended terms on the website https://ticketforevent.com at least one day before their entry into force. Performing any actions on the Internet platform after changing the terms of the Public offer is a confirmation of the Organizer's acceptance of its new terms.
- This Public Offer has priority over other documents published on the Agent's website. In case of any contradictions, the text of the Public Offer posted on the Agent's website will take precedence over any other texts of the documents published by the Agent.
- If any term of this Public offer will be invalid under the applicable law, all other terms of the Public offer will remain in force, and the invalid term will be considered replaced by the relevant valid term that most closely matches the original term.
- This Agreement may be unilaterally terminated out of court on the initiative of either Party with thirty (30) days prior notice to the other Party.
- If the terms of this Public offer change and the Organizer does not agree with such changes, the Organizer has the right to withdraw from this Agreement unilaterally extrajudicially.