PUBLIC OFFER AGREEMENT No. ___

for providing online access to the UFarmer software and hardware suite (UFarmer App)

Tashkent "_" __ 20

This document is the official proposal of LLC “UFARM” TM “UFARMER” (hereinafter the Contractor), represented by Director U. Abdullaev, acting under the Charter, to conclude this public offer agreement (hereinafter the Agreement, the Offer, the Offer Agreement) with any interested person wishing to use the Contractor's services on the terms set out below.

1. Terms and Definitions

For the purposes of this Agreement, the following terms are used:

  • Application / Service — the UFarmer software and hardware suite (iOS/Android mobile application and web version, server side, databases, integration modules) providing the following functionality: user roles (farmer, agro-pharmacy owner, agronomist, worker), marketplace/agro-pharmacies, agro calendar, weather and recommendations, 1:1 chat, AI plant scanner, billing/balance, education center, agro services (task marketplace), and other modules.

  • Customer — a legal entity or individual who has accepted the terms of the Offer Agreement and paid for the Contractor's services (subscription, paid modules, etc.).

  • User — a person using the Application (including by invitation/as part of the Customer's account) in one of the roles: farmer, agro-pharmacy owner (merchant), agronomist, worker.

  • Account — an organizational/farm/pharmacy or individual account in the Application that includes settings, profile data, users, and access to paid/free features according to the tariff.

  • Authentication data — login/phone number, e-mail, password/OTP, and other data required to sign in and use the Application.

  • Content — information posted by the User/Customer in the Application (texts, photos/videos, documents, product cards, chat messages, etc.).

  • Tariff Plan — the set of options and conditions for using the Service (including price, limits, and modules) published on the Website and/or in the Application and specified in Annex No.1 (Specification).

  • Marketplace/Agro Pharmacy — functionality for merchants (owners of agro-pharmacies and other sellers) to list, showcase, and sell goods/services through the Application.

  • Smart notifications — service/marketing push notifications and in-app messages configured and delivered via GTM/GA4/Firebase and other channels.

  • Acceptance of the Offer — full and unconditional acceptance of the terms of the Offer Agreement. Acceptance is deemed to occur when: (a) the Contractor's services are paid for; and/or (b) registration/authorization is completed and the Application is used with full functionality.

The Offer Agreement is governed by and construed in accordance with Articles 377–387 of the Civil Code of the Republic of Uzbekistan, the Rules for conducting e-commerce (Annex No.1 to Resolution No.185 of the Cabinet of Ministers of the Republic of Uzbekistan dated 02.09.2018), and other applicable acts.

2. Subject of the Agreement

2.1. The Contractor shall provide the Customer with online access to the UFarmer App Application (the Service) under the selected Tariff Plan (Annex No.1), and the Customer shall pay for the services in the manner and within the time limits established by the Agreement.
2.2. Certain modules (for example, integration with ERP/“Online Store” showcase, Telegram bot, installment/scoring, agro insurance) are connected additionally upon the Customer's request and subject to special conditions/consents.
2.3. Services are deemed rendered once access to the Application is provided and the Customer receives authentication data/registration confirmation. Completion of services for the reporting period is confirmed by an act and/or invoice.

3. Registration, Account, and Access

3.1. The Account is created by the Customer/User; the Customer is responsible for the accuracy of data and for administering users and roles within the Account.
3.2. The Customer/User undertakes not to transfer access to the Account/authentication data to third parties and to prevent their disclosure. All actions performed using valid authentication data before the Contractor is notified of a security breach are considered actions of the Customer.
3.3. Renting out, transferring, selling, or otherwise granting rights to the Account and/or individual modules to third parties is prohibited unless expressly agreed with the Contractor.

4. Rights and Obligations of the Parties

4.1. The Customer/User shall:

  • pay for services under the selected tariff on time;

  • ensure Internet connectivity and the availability of the required equipment/software;

  • comply with the Offer Agreement, the User Agreement, the Privacy Policy, and other rules published on the Website/in the Application;

  • publish only lawful Content and hold the necessary rights to goods/services offered through the marketplace;

  • refrain from posting prohibited information (calls for violence/extremism, racism, pornography, invasion of privacy, spam, etc.);

  • where the Customer acts as a personal data operator, comply with statutory requirements when processing customers' personal data.

4.2. The Contractor shall:

  • render services in accordance with the selected tariff;

  • notify the Customer at least 24 hours in advance of scheduled maintenance affecting service availability (via e-mail/system notifications);

  • maintain the confidentiality of the Customer's data in accordance with the law and the Privacy Policy;

  • promptly inform about material changes to terms/tariffs via the Website/Application and/or e-mail.

4.3. The Customer is entitled to:

  • demand proper quality of services;

  • receive information about the cost, scope, and procedure for the provision of services;

  • contact support via the channels specified by the Contractor.

4.4. The Contractor is entitled to:

  • suspend or limit access (fully/partially) with notice to the Customer in case of payment delay/breach of the Agreement;

  • delete the Account and the Customer's data if access remains blocked for 90 calendar days through the Customer's fault;

  • propose migration to another tariff when resource consumption increases;

  • engage subcontractors/third parties to render services while remaining liable to the Customer within the scope of the Agreement.

5. Service Fees and Settlements

5.1. Service fees for Tariff Plans are specified in Annex No.1 (Specification) and/or in the tariff showcase on the Website/in the Application.
5.2. Payment terms:

  • for the first month — 100% prepayment within 5 (five) banking days from the date of the connection request;

  • thereafter — 100% prepayment no later than the 10th day of each paid month.

5.3. Discounts/bonus months may be granted for advance payment for 6 or 12 months, as set out in Annex No.1.
5.4. Transition to a lower tariff may require relinquishing certain resources/modules. Funds paid for elapsed periods are non-refundable.
5.5. In the absence of payment, access to the Account (except for the Account Owner) is automatically restricted.
5.6. The payment date is the date funds are credited to the Contractor's account.
5.7. If services cannot be used for reasons attributable to the Contractor, no fee is charged for the corresponding period.
5.8. When functionality is expanded/ additional locations/modules are connected, the fee is recalculated at the current tariffs.

6. Special Conditions for Individual Modules

6.1. Marketplace/Agro Pharmacy. The Contractor provides the platform. Sale and purchase transactions are concluded directly between the seller and the buyer. The Contractor is not a party to such transactions, does not guarantee the quality/availability of goods, and is not liable for disputes between participants.
6.2. Agro services (task marketplace). The Contractor is not an employer/service contractor; relations arise directly between the job customer and the performer.
6.3. AI plant scanner. Results are for reference only, do not constitute an agronomic/veterinary opinion, and do not replace professional advice. The User is responsible for applying any recommendations.
6.4. Installment/scoring/identification. Connected separately and may require KYC/scoring with third parties (MyID/banks/partners) based on separate consents and rules. Authorized partners decide on granting limits; the Contractor does not guarantee approval.
6.5. Agro insurance. Insurance services are provided by partner insurers under their rules and agreements.
6.6. Smart notifications/analytics. GTM/GA4/Firebase and other tools are used to deliver notifications, run experiments, and analyze usage as described in the Privacy Policy; marketing push notifications can be disabled in the settings.

7. Privacy and Data

7.1. The Parties agree to keep confidential any information obtained under the Agreement. The procedure and conditions for processing personal data are governed by the UFarmer App Privacy Policy (current version — on the Website/in the Application).
7.2. The Contractor may transfer data to third parties as necessary to provide services (hosting, payments, notifications, analytics, etc.), subject to legal requirements.
7.3. Exceptions to confidentiality are permitted in cases provided for by law (requests from government authorities, etc.).

8. Intellectual Property

8.1. All exclusive rights to the Application, design, databases, source code, trademarks, and other intellectual property belong to the Contractor and/or its successors/licensees.
8.2. The Customer/User is granted a limited non-exclusive license to use the Application for its intended purpose within the selected tariff.
8.3. The following are prohibited: reverse engineering, decompilation, copying/distribution, bypassing technical protection measures, and use beyond the terms of the Agreement.

9. Liability of the Parties

9.1. The Contractor is not liable for the impossibility of providing services for reasons beyond its control (failures of third-party providers/communication channels, actions of third parties, OS/app store restrictions, etc.).
9.2. The Contractor is not liable for the Customer's/User's Content or for losses arising from actions/transactions between platform users (buyer — seller, job customer — performer).
9.3. The Customer is responsible for safeguarding authentication data and for all actions within the Account until the Contractor is notified of a security breach.

10. Dispute Resolution

10.1. Disputes shall be resolved through negotiations and a mandatory claim procedure (response time — up to 15 calendar days).
10.2. If no agreement is reached, disputes shall be submitted to the courts at the Contractor's location (Republic of Uzbekistan).
10.3. The Agreement is governed by the law of the Republic of Uzbekistan.

11. Grace Period

11.1. The Customer may be granted a grace period (trial) of 7 calendar days under the rules specified in the tariff showcase/Annex No.1. Upon expiry of the grace period, use of the Application automatically switches to a paid basis.
11.2. During the grace period, the Customer may refuse the services and stop using paid features.

12. Term, Amendments, and Termination

12.1. The Agreement enters into force upon acceptance and remains effective until the Contractor withdraws the Offer or amends the terms of the Offer Agreement.
12.2. The Contractor may amend the Offer Agreement by publishing a new version on the Website/in the Application and notifying the Customer via e-mail/system channels. Continued use constitutes acceptance of the changes.
12.3. The Agreement may be terminated:

  • at the Customer's initiative — by giving 10 days' notice (amounts paid for elapsed periods are non-refundable);

  • at the Contractor's initiative — in case of repeated breaches of the Agreement by the Customer, with 10 days' notice.

13. Force Majeure

The Parties are relieved from liability for partial/complete failure to perform due to force majeure (natural disasters, war, civil unrest, fires, epidemics, government decisions, etc.). The Party affected shall notify the other Party within a reasonable time.

14. Final Provisions

14.1. Section headings are for convenience only and do not affect interpretation.
14.2. The Parties shall promptly notify each other of any changes to their details (within 15 days).
14.3. Annexes to the Agreement form an integral part thereof.
14.4. This Agreement is drawn up in Russian, requires no signatures or seals, and has legal force as a public offer.

Contractor Details

Company name: LLC “UFARM”
Legal and mailing address: Republic of Uzbekistan, 100057, Tashkent, Chakar MFI, 25 Navoi Street
Support: +998 90 911-31-55
Settlement account: 20209000900798014001
Bank: Head office of JSCB "Trustbank", Tashkent, MFO: 00491
TIN: 312199054
OKED: 64190

Annex to the Public Offer Agreement

Terms and technical procedure for the “Online Store” (showcase) service

  1. The Contractor shall start work within 3 business days from the date the Customer's instruction is received.

  2. The Customer is provided with ___ design option(s); development starts on the date the design is approved.

  3. The completion period is up to ___ business days from the date the instruction is received (early completion is possible).

  4. The Contractor may moderate published materials, refuse publication/edit content that contradicts the law/morality.

  5. In case of repeated breaches of the Agreement, the Contractor may block the Website/showcase and/or delete prohibited information without prior notice in cases provided by law (government decisions, infringement of rights holders, etc.).

  6. The Customer undertakes to:

    • not post illegal, offensive, or false information;

    • avoid creating excessive load on the infrastructure;

    • comply with the legislation of the Republic of Uzbekistan and this Agreement.

  7. The Contractor is not liable for:

    • the content/accuracy of the Customer's information;

    • the quality/legality of goods/services sold through the showcase;

    • direct/indirect losses arising from the use of showcase information/materials.

  8. Delivery of the service is evidenced by system statistics on the work performed/publications/settings.