Public Offer

This is an English translation provided for convenience. In case of any discrepancy, the Russian version at https://niva.company/offer prevails.

1. General Provisions

1.1. This document is a public offer, that is, a proposal by the Contractor (Section 17) to enter into a contract for the provision of services for a fee (hereinafter, the “Contract”) with any natural person with full legal capacity who has reached the age of 18, on the terms set out below (Article 435 and Clause 2 of Article 437 of the Civil Code of the Russian Federation, hereinafter, the “Civil Code”).

1.2. Acceptance of the Offer is the performance by the User of any of the following actions (Clause 3 of Article 438 of the Civil Code): payment for a Service or for a package of NiVa credits in the Profile or in the Bot; payment for a Service with NiVa credits; connection of Nika in Chat; confirmation in the Bot of consent to the Offer (clause 3.4); commencement of use of the Free Plan. Acceptance means full and unconditional acceptance of the terms of the Offer.

1.3. From the moment of acceptance, the Contract is deemed concluded in writing (Clause 3 of Article 434 and Clause 3 of Article 438 of the Civil Code). The Contract is a contract of adhesion (Article 428 of the Civil Code).

1.4. By accepting the Offer, the User confirms that the User has read the User Agreement and the Privacy Policy. The User Agreement applies to the relations of the Parties to the extent not governed by the Offer.

1.5. Relations of the Parties in which the User orders Services for personal needs are governed by Law of the Russian Federation No. 2300-1 of February 7, 1992 “On Protection of Consumer Rights” (hereinafter, the “Consumer Protection Law”). The provisions of the Offer are interpreted and applied in accordance with it.

2. Terms and Definitions

2.1. Service – the NiVa service, comprising the niva.company website with the Profile, the Telegram bot @NiVaAibot (hereinafter, the “Bot”) and Nika’s Telegram account @Nika_NivaAi.

2.2. Contractor – the right holder of the Service who provides the Services under the designation “NiVa”. Information about the Contractor is provided in the manner established by Section 17 of the Offer.

2.3. User – a natural person with full legal capacity who has reached the age of 18 and has accepted the Offer. The Contractor and the User are hereinafter jointly referred to as the Parties.

2.4. Nika – a conversational computer program that generates responses automatically using neural network models. Nika is not a human being.

2.5. Account and Profile – in the meanings established by the User Agreement.

2.6. Services – provision of access to correspondence with Nika in Telegram and related services specified in Sections 4 and 5 of the Offer.

2.7. Tariff – the terms of a Subscription: the set of available models, the amount of the Limit, the term and the price. Current Tariffs are published on the “Pricing” page, in the Profile and in the Bot.

2.8. Subscription – paid access to correspondence with Nika in Telegram direct messages for the term of the Tariff.

2.9. Limit – the volume of use of the Service available under a Subscription and renewed over periods of five hours (the five-hour window) and one week (the weekly window). The amount of the Limit is determined by the Contractor based on the cost of processing requests charged by the persons providing the neural network models used to generate Nika’s responses (hereinafter, the “model providers”). The Limit is displayed to the User as a percentage together with the window renewal times; the Contractor may choose not to disclose the internal accounting units of the Limit.

2.10. NiVa credits – an internal unit of account of the Service used to account for and pay for Services in the cases provided for by the Offer. NiVa credits are not funds, including electronic funds, and are not an electronic means of payment; no interest accrues on them. NiVa credits cannot be withdrawn or refunded in monetary form, except in cases expressly provided for by law and the Offer.

2.11. Balance – the number of NiVa credits recorded in the Service on the User’s Account.

2.12. Free Plan – access to correspondence with Nika provided free of charge within the weekly limit set by the Contractor, in the manner set out in clause 4.1.

2.13. Bonus – NiVa credits credited to the User free of charge, including for activation of a promo code, for an invited user and for the first group chat with Nika in Chat.

2.14. Nika in Chat – a Service under which Nika participates in a Telegram group chat, and her responses in that chat are paid for with the NiVa credits of the Chat Owner. Chat Owner – the User who connected Nika to the group chat, regardless of the User’s status in that chat.

2.15. Invoice – the terms of a specific payment generated in the Profile or in the Bot: the amount, the validity period and the transaction ID.

2.16. Transaction ID – the identifier of a payment or request specified in the Invoice and in the “История” (History) section of the Profile.

3. Subject Matter of the Contract

3.1. The Contractor undertakes to provide the Services to the User, and the User undertakes to pay for the Services in the manner and on the terms of the Offer. The Free Plan and Bonuses are provided free of charge.

3.2. The scope of the Service under a specific Tariff (available models, Limit, term) is specified on the “Pricing” page, in the Profile and in the Bot at the time of purchase and constitutes a term of the Contract.

3.3. The Services are provided remotely via Telegram and the niva.company website. The nature of the Services, including the automatic generation of Nika’s responses and the fact that the responses are not professional advice, is determined by Section 5 of the User Agreement.

3.4. To receive the Services, the User must have a Telegram account. The Services are provided after the User confirms in the Bot that the User has reached the age of 18 and confirms the User’s consent to the User Agreement, the Privacy Policy and the Offer (clause 2.3 of the User Agreement). If the User has no username (@username) set and has not written to Nika, Nika cannot write to the User first and responds after the User’s message. To pay for and use the Services on the website, Telegram must be linked to the Account.

4. Services

4.1. The Free Plan is provided once per Telegram account after the confirmation specified in clause 3.4, if it has not previously been provided to that account. The Free Plan has no term and applies as long as the User has no active Subscription. Under the Free Plan, a weekly limit is available in the amount set by the Contractor and specified in the Bot and on the website; during the first 7 (seven) days from the moment the Free Plan is provided, the amount of the weekly limit gradually decreases from the initial amount to the permanent amount. The weekly limit of the Free Plan is consumed in the manner established by clause 4.3 for the Limit and is calculated over the last 7 (seven) days (a rolling window); the five-hour window does not apply to the Free Plan. When the weekly limit of the Free Plan is exhausted, correspondence is suspended until the limit amount becomes available again as 7 (seven) days elapse from the moment of the corresponding consumption, unless responses are paid for with NiVa credits in the manner set out in clause 4.5. The status of the weekly limit of the Free Plan is displayed in the Profile and in the Bot as a percentage and, when the limit is exhausted, the time when the limit will be renewed. The Contractor may change the amount of the weekly limit of the Free Plan and may, at its discretion, provide the Free Plan again. Trial access provided before the introduction of the Free Plan has been replaced by the Free Plan.

4.2. A Subscription provides access to correspondence with Nika in Telegram direct messages within the Limit for the term of the Tariff. A Subscription is purchased under one of the following Tariffs: “Day”, Pro, Max 5x or Max 20x. The Limit of the Pro Tariff is taken as one unit; the Limits of the Max 5x and Max 20x Tariffs are 5 and 20 times greater than the Limit of the Pro Tariff, respectively; the Limit of the “Day” Tariff is 2 times greater than the Limit of the Pro Tariff on a per-day basis. The “Day” Tariff is purchased for one day, and the other Tariffs for 30 days, 3 months or 12 months (clause 9.1). The set of models and the term of each Tariff are specified on the “Pricing” page. A Subscription is not renewed automatically and remains valid until the end of the paid term.

4.3. The Subscription Limit is consumed simultaneously in the five-hour and weekly windows. For the Pro, Max 5x and Max 20x Tariffs, the amount of the five-hour window is one tenth of the amount of the weekly window; for the “Day” Tariff, instead of the weekly window, the Limit is set for the term of the Tariff. The Limit is consumed by Nika’s responses, by recognition of images and videos sent by the User (including video messages and videos via links), and by messages that Nika sends to the User on her own initiative. The amount consumed depends on the selected model and on the type and volume of processing, including the length of the conversation taken into account by the model; different models consume the Limit at different rates. When the Limit of any of the windows is exhausted, correspondence is suspended until that Limit is renewed, unless the User has enabled continuation of correspondence for NiVa credits (clause 4.5). Unused Limit of a window does not carry over. The status of the Limit of each window as a percentage and the window renewal times are displayed in the Profile and in the Bot.

4.4. NiVa credits are purchased in packages; the composition and price of the packages are specified on the “Pricing” page, in the Profile and in the Bot. Payment for a package of NiVa credits is an advance payment for Services paid for with NiVa credits. NiVa credits are used to pay for Nika’s responses in direct messages beyond the weekly limit of the Free Plan and after the Subscription Limit is exhausted (clause 4.5), and for Nika in Chat (Section 5). A Subscription cannot be paid for with NiVa credits. NiVa credits have no expiration date and remain on the Balance as long as the Account is not deleted. The Balance is displayed in the Profile and in the Bot to an accuracy of 0.1 NiVa credit; information on crediting and debiting of NiVa credits is displayed in the transaction history.

4.5. Payment for responses with NiVa credits. In the absence of an active Subscription, Nika’s responses in Telegram direct messages are provided within the weekly limit of the Free Plan and, when that limit is exhausted or absent, are paid for with NiVa credits from the Balance; the User may disable such payment at any time in the Profile or in the Bot. While a Subscription is active, NiVa credits are not spent on responses in direct messages, except in the case of continuation of correspondence for NiVa credits. A User with an active Subscription may enable, in the Profile or in the Bot, continuation of correspondence for NiVa credits (in the Bot – Extra usage): in this case, after the Limit is exhausted and until it is renewed, Nika’s responses are paid for with NiVa credits. Continuation of correspondence for NiVa credits is enabled only by the User’s express will and may be disabled by the User at any time. For each response of Nika, each recognition of an image or video and each message sent by Nika on her own initiative, a number of NiVa credits is debited that depends on the selected model, on the type and volume of processing, including the length of the conversation taken into account by the model, and on the cost of such processing charged by the model provider at the time of the response; the number debited may be fractional. More NiVa credits are debited for Nika’s response in a group chat than for a response of the same model in direct messages. If there are no NiVa credits on the Balance, responses paid for with NiVa credits are not generated until NiVa credits are credited.

4.6. Bonuses have no expiration date, are recorded on the Balance and are spent in the manner established for NiVa credits. A promo code is activated by one person once; a promo code grants a Bonus or other benefits specified when the promo code is provided. A User through whose personal link (the “Друзья” (Friends) section of the Profile, the “Друзьям” (For friends) button in the Bot) an invited person came to the Bot for the first time is credited a Bonus equal to the established percentage of each payment made by the invited person in money (for a Subscription and packages of NiVa credits), converted into NiVa credits at the price in effect at the time of payment; payment with NiVa credits is not taken into account. The invited person is credited a Bonus once after their first payment for a Subscription for themselves. No credits are made if, before following the link, the invited person had already used the Services, including the Free Plan, or had initiated payment for them. The percentage and the amount of the Bonus are set by the Contractor, specified in the Profile (the “Друзья” (Friends) section) and in the Bot and are determined at the time of payment. Other terms are determined by the rules of the specific promotion. Bonuses cannot be exchanged for money.

4.7. Photos. Images generated using neural network models (photos) are not currently provided. If such an option becomes available, the terms, including the price and the period of use of photos, will be specified on the “Pricing” page and in the Bot before payment.

4.8. Until the User has made the confirmation specified in clause 3.4, and also when the User has no access to the Services (the Limit or the weekly limit of the Free Plan is exhausted, the Subscription has ended, there are no NiVa credits to pay for responses), the User’s messages to Nika in Telegram direct messages are not processed. In these cases, the Bot sends, in the direct messages with Nika, a service message about the need for confirmation or about the lack of access and the ways to restore it. Messages sent by the User without access after such a service message are deleted by the Bot from the correspondence for both parties; after access is restored, they are not processed by Nika. Sending messages to Nika is not a paid action under Telegram’s rules.

4.9. The Contractor may temporarily suspend the purchase of new Subscriptions and other Services, including upon reaching a set number of new Subscriptions per period. Suspension of sales does not affect paid Services.

5. Nika in Chat

5.1. Nika in Chat is connected regardless of whether the Chat Owner has a Subscription. No Subscription is purchased for a group chat: for each response of Nika in a group chat, NiVa credits are debited from the Chat Owner’s Balance in the manner set out in clause 4.5.

5.2. To connect, the Chat Owner sends, in the Bot or in the Profile, an invitation link to the group chat or the address of a public group chat. Nika joins the chat via that link or address. Connection is available if there are NiVa credits on the Balance or if there is a right to a Bonus under clause 5.7. The models specified on the “Pricing” page for payment with NiVa credits are available in the chat; the more complete the model, the more NiVa credits are debited per response. Only the Chat Owner may change the model in the chat – in the Bot, in the Profile or with commands in the chat.

5.3. In a group chat, Nika reads the participants’ messages, responds to messages addressed to her, including messages containing her name or the words that the Chat Owner has set for that chat in the Bot, and may save what is said in the chat. The obligations of the Chat Owner with respect to the chat participants are established by clause 6.3 of the User Agreement.

5.4. Nika’s participation in a group chat has no term and ends on the grounds specified in clause 5.10. For each connected chat, the Chat Owner sets a daily NiVa credits spending cap in the Bot or in the Profile or opts out of it; until changed by the Chat Owner, the cap specified in the Bot at the time of connection applies. The daily cap is calculated per calendar day, Moscow time.

5.5. If Nika, connected by another User, is already operating in a group chat, that chat cannot be connected again. Nika cannot be connected to a group chat that she left on the ground specified in clause 5.9.

5.6. If there are no NiVa credits on the Chat Owner’s Balance or the chat’s daily spending cap has been reached, Nika does not respond in the chat until NiVa credits are credited to the Balance, the daily cap is increased or cancelled, or the next day begins, Moscow time. The Chat Owner receives a notification about this in Telegram direct messages.

5.7. For the first connected group chat, the Chat Owner is credited a Bonus once in the amount specified in the Bot. The Bonus is not credited if the User has previously connected Nika to a group chat or has received free access to Nika in Chat.

5.8. Nika in Chat paid for under a separate tariff before the transition date (clause 15.6) remains valid until the end of the paid term or until the volume included in the tariff is exhausted, on the terms in effect at the time of payment. The term of such Nika in Chat is calculated from the moment Nika joins the group chat.

5.9. Messages of group chat participants are automatically checked by the NiVa Security Guard protection system. A message in which an attempt to obtain Nika’s service information or to circumvent her rules is detected is not processed by Nika. For each such case, the Chat Owner receives in Telegram direct messages a warning indicating the name and username (@username) of the participant who sent the message. After the third warning for one group chat, Nika leaves that chat and cannot be connected to that chat again. A warning may be appealed via support.

5.10. Nika leaves a group chat: by decision of the Chat Owner made in the Bot or in the Profile; if there are no NiVa credits on the Chat Owner’s Balance for 30 (thirty) consecutive days; on the ground specified in clause 5.9; upon termination by the Contractor of Nika’s participation in the chat in the cases provided for by Section 10 of the User Agreement. Information about the chat saved by Nika is stored for the periods established by the Privacy Policy.

6. Price of Services

6.1. The price of the Services is specified on the “Pricing” page, in the Profile and in the Bot. The price in effect at the time the Invoice is issued applies and, when paying with NiVa credits, the price in effect at the time of debiting.

6.2. The prices of the Tariffs, including Tariffs with a term of 3 and 12 months, and of packages of NiVa credits are set in rubles and specified on the “Pricing” page, in the Profile and in the Bot. The amount of the additional payment upon switching to another Tariff is determined in rubles in the manner set out in clause 9.3. The total amount payable is specified in the Invoice.

6.3. The price of Services paid for with NiVa credits (Nika’s responses without a Subscription and after the Limit is exhausted, Nika in Chat) is expressed in the number of NiVa credits debited and is determined in the manner set out in clause 4.5.

6.4. The Contractor may change prices. A price change does not apply to paid Services, including the term and Limit of a paid Subscription, nor to Invoices issued before the change, within their validity period. A change in the price of packages of NiVa credits does not change the number of NiVa credits previously credited to the Balance. NiVa credits are debited in the number determined at the time of debiting; unspent paid NiVa credits may be refunded in the manner set out in Section 11.

6.5. Discounts and promo codes apply on the terms specified when they are provided.

7. Payment Procedure

7.1. Payment is made by the methods specified on the Website and in the Bot at the time of payment. The Services specified in clause 4.4 are also paid for by debiting NiVa credits from the Balance.

7.2. Subscriptions, additional payments upon a change of Tariff and packages of NiVa credits are paid for in rubles by the methods specified in clause 7.1.

7.3. The amount payable and the validity period of the Invoice are specified in the Invoice.

7.4. One payment cannot be applied toward several Invoices.

7.5. The User receives a notification in Telegram upon receipt of payment.

7.6. The User’s payment obligation is deemed fulfilled from the moment the funds are received by the Contractor and, when paying with NiVa credits, from the moment they are debited.

7.7. If payment is received after the Invoice has expired, the User informs support of this, specifying the transaction ID. By agreement with the User, the Contractor applies the amount received toward payment for Services at the prices in effect on the date of its receipt or returns it to the User.

7.8. If payment is not received or cannot be identified, the Invoice is closed without the Service being provided. Payments in an amount different from that specified in the Invoice are handled via support.

7.9. If a purchase with NiVa credits is not completed due to a technical failure, the debited NiVa credits are automatically returned to the Balance, and the User receives a notification about this.

7.10. Documents confirming settlements are provided by the Contractor in the manner established by the legislation of the Russian Federation.

8. Commencement of Services and Term

8.1. Services paid for with NiVa credits are provided immediately after debiting. When paying with money, the Service is provided, and NiVa credits are credited to the Balance, after the payment is received.

8.2. The term of a Subscription is calculated from the moment it is provided. A Subscription paid for upon switching to a lower-tier Tariff takes effect in the manner set out in clause 9.4.

8.3. Nika in Chat is provided from the moment Nika joins the group chat in the manner set out in Section 5; the term of Nika in Chat paid for under a separate tariff before the transition date is calculated in the manner set out in clause 5.8.

8.4. Information about the active Subscription, its term, the status of the Limit as a percentage and the window renewal times, as well as about the Balance, is displayed in the Profile and in the Bot.

9. Change of Tariff

9.1. The Tariff under which the User has an active Subscription cannot be purchased again before the end of the Subscription’s term. A Tariff with a term of 30 days may be purchased for 3 or 12 months (365 days) at the discounted price specified on the Website and in the Bot; such a Subscription provides the same Tariff terms for the corresponding period. A 3-month or 12-month Subscription under the Tariff currently active for the User takes effect after the end of the current Subscription.

9.2. Tariffs are arranged in tiers in ascending order: “Day”, Pro, Max 5x, Max 20x. A Tariff for 3 or 12 months is on the same tier as the same Tariff for 30 days. The “Day”, Pro and Max Tariffs purchased before the transition date (clause 15.6) are on the “Day”, Pro and Max 5x tiers, respectively.

9.3. Upon switching to a higher-tier Tariff, the cost of the unused paid portion of the current Subscription is credited toward the price of the new Tariff. The new Tariff is valid for the full term from the moment it is provided; the current Subscription terminates, and the Limit windows start anew. The unused portion is determined in days for Tariffs with a term of seven days or more and in hours for the “Day” Tariff, rounded to the nearest whole number. The cost of the unused portion is determined based on the amount actually paid for the current Subscription; an amount paid from the Balance before the transition date is converted into rubles in the manner set out in clause 15.7. The additional payment is made in rubles in the manner set out in Section 7; the amount of the additional payment is specified in the Invoice. If the amount of the additional payment is less than the minimum amount set by the Contractor, the switch is arranged via support.

9.4. Upon switching to a lower-tier Tariff, payment is made immediately, and the new Tariff takes effect for the full term after the end of the term of the current Subscription. Until the new Tariff takes effect, purchasing another Tariff is unavailable.

9.5. Only the paid portion of a Subscription is credited toward the price of the new Tariff. A Subscription provided free of charge (via a promo code or otherwise) is not taken into account in the price of the new Tariff.

10. Suspension (Freezing) of the Subscription

10.1. In the event of an interruption in the operation of the Service for reasons attributable to the Contractor, Subscriptions, as well as Nika in Chat paid for under a separate tariff before the transition date (clause 5.8), are suspended (frozen) for the duration of the interruption, and their term is extended by the duration of the suspension.

10.2. The User receives a notification in Telegram about the suspension of the Subscription and about its cancellation. During the suspension, Nika does not respond, and the Subscription term is not consumed.

10.3. The User may suspend the User’s Subscription by contacting support. During the suspension, access to correspondence with Nika is not provided, and the remaining term of the Subscription is preserved. The suspension is cancelled upon the User’s request to support.

10.4. Extension of the Subscription term under clause 10.1 does not limit the User’s rights provided for by the Consumer Protection Law, including the right to withdraw from the Contract in the manner set out in Section 11.

11. Withdrawal from Services and Refunds

11.1. The User may, for any reason, obtain a refund of the money paid for a Subscription if no more than 3 (three) days (72 hours) have passed since its payment. In this case, the amount paid for the Subscription is refunded in full, without withholding the cost of Services rendered before the refund.

11.2. A refund under clause 11.1 is arranged by submitting a refund request in the Bot: the “Профиль” (Profile) button, then “Вернуть деньги” (Get a refund). Before submitting the request, the User answers the Bot’s questions: specifies the reason for the refund, optionally a comment, and the data necessary for the refund of money. The request is sent to the Contractor immediately upon submission together with the payment information.

11.3. A refund request is not a support inquiry and is submitted separately from it. One request is submitted per payment. The “Get a refund” button is available for a Subscription paid for by the User until 3 (three) days have passed since the payment and as long as no request for that payment has been submitted.

11.4. If the request is granted, the Subscription paid for with that payment terminates, and the money is refunded by the same method by which the payment was made, using the data from the request; in the case of payment from the Balance before the transition date, the refund is made by crediting to the Balance NiVa credits converted in the manner set out in clause 15.7, at the time the request is granted. The money is refunded within 3 (three) calendar days from the date the request is granted. The User receives a message in the Bot about the decision on the request.

11.5. The Free Plan, Bonuses (NiVa credits credited free of charge) and Subscriptions provided free of charge (via a promo code, as a gift or otherwise) are not subject to monetary valuation or refund.

11.6. After the period specified in clause 11.1 has expired, and also with respect to paid NiVa credits and to Nika in Chat paid for under a separate tariff before the transition date (clause 5.8), the User may withdraw from the performance of the Contract, subject to paying the Contractor the expenses actually incurred by it in connection with the performance of its obligations under the Contract (Article 32 of the Consumer Protection Law, Article 782 of the Civil Code). The amount paid is refunded less the cost of the Services rendered before the Contractor received the application for withdrawal.

11.7. The cost of the Services rendered for the purposes of clause 11.6 is determined:

• for a Subscription – in proportion to the part of the paid term that has elapsed at the time the application is received; the elapsed part is determined in the manner established by clause 9.3 for the unused portion;
• for a Subscription purchased with the unused portion of the previous Subscription credited – based on the full price of the new Tariff, including the credited amount;
• for a Subscription paid for upon switching to a lower-tier Tariff, before it takes effect – the cost of the Services rendered is zero, and the amount paid is refunded in full;
• for Nika in Chat paid for under a separate tariff before the transition date – in proportion to the greater of two values: the elapsed part of the term or the consumed part of the volume included in the tariff; before Nika joins the chat, the amount paid is refunded in full;
• for paid NiVa credits – in the amount of the cost of the NiVa credits spent before the application was received, determined in the manner set out in clause 11.8.

11.8. Paid NiVa credits have no expiration date; unspent paid NiVa credits are refunded in full in monetary form upon the User’s application. The refund amount is determined based on the price of the package in which the NiVa credits were purchased (the package price divided by the number of NiVa credits in the package), and for NiVa credits received upon conversion of the Balance (clause 15.7), at the rate of 15 rubles per 1,000 NiVa credits. For refund purposes, Bonuses are deemed to be spent first, followed by paid NiVa credits in the order in which they were credited. Bonuses are not refundable (clause 11.5).

11.9. An application under clauses 11.6 and 11.8 is sent to support in the Profile (the “Поддержка” (Support) section), in the Bot (the “Поддержка” (Support) button) or to billing@niva.company. The application specifies the transaction ID from the “История” (History) section of the Profile (if any) and the data necessary for the refund of money. Money under such an application is refunded within 10 (ten) calendar days from the date of its receipt by the Contractor.

11.10. A refund under clause 11.9 is made by the same method by which the payment was made: for payment with money, in money in rubles; for payment with NiVa credits, by crediting NiVa credits to the Balance; for a Subscription paid for from the Balance before the transition date, by crediting to the Balance NiVa credits converted in the manner set out in clause 15.7. Any other refund method, including crediting NiVa credits to the Balance instead of refunding money, is applied only with the User’s consent.

11.11. If a Service is not rendered or is rendered with inadequate quality, the User may make the claims provided for by Article 29 of the Consumer Protection Law. Suspension of a Subscription under clause 10.1 does not deprive the User of this right.

12. Rights and Obligations of the Parties

12.1. The Contractor undertakes to provide the Services in accordance with the Offer and the selected Tariff, to provide the User with information about the Services, Tariffs and prices, to notify the User of suspension of the Subscription and of changes to the Offer in the manner established by the Offer, and to consider the User’s inquiries.

12.2. The Contractor may carry out maintenance work and change the interface and functions of the Service while preserving the essential characteristics of paid Services, and may restrict access to the Services in the cases and in the manner established by Section 10 of the User Agreement.

12.3. The User undertakes to pay for the Services in the manner set out in the Offer, to comply with the User Agreement, to provide accurate information when paying and in inquiries, and not to transfer access to the Services to third parties.

12.4. The User has the right to receive the Services in accordance with the Tariff, to receive information about the Subscription, the Limit and the Balance in the Profile and in the Bot, to contact support and to withdraw from the Contract in the manner set out in Section 11.

13. Liability of the Parties

13.1. The Parties are liable for non-performance or improper performance of their obligations under the Contract in accordance with the legislation of the Russian Federation.

13.2. The Contractor is not liable for the impossibility of receiving the Services caused by circumstances for which the Contractor is not responsible, including failures of Telegram, banks and telecom operators, as well as by the User’s violation of the Offer or the User Agreement.

13.3. The Contractor is not liable for decisions made by the User based on Nika’s responses, subject to Section 5 of the User Agreement.

13.4. Unless otherwise established by law, the Contractor’s liability under the Contract is limited to the amount paid by the User for the Service in connection with which the claim is made. The limitation does not apply if the amount of liability for the relevant violation is determined by law, including the Consumer Protection Law, or in the case of intentional breach of obligations (Clause 2 of Article 400 and Clause 4 of Article 401 of the Civil Code).

14. Force Majeure

14.1. The Parties are released from liability for non-performance or improper performance of obligations if it is caused by force majeure circumstances (Clause 3 of Article 401 of the Civil Code), including natural disasters, military operations, acts of public authorities, restriction of access to Telegram and other resources in accordance with the law, and widespread failures of communication networks and power supply.

14.2. The Contractor notifies Users of the occurrence of such circumstances in the Bot, on the niva.company website or by email within a reasonable time.

14.3. If the Services cannot be provided due to such circumstances, the cost of the Services not rendered is refunded to the User upon the User’s application in the manner set out in Section 11.

15. Term and Amendment of the Offer

15.1. The Offer enters into force from the moment it is posted at niva.company/offer and remains valid until it is revoked by the Contractor.

15.2. The Contract is valid from the moment of acceptance until the Parties have fully performed their obligations or until it is terminated on the grounds provided for by the Offer and the law.

15.3. The Contractor may amend or revoke the Offer. A new version is published on this page with its date and applies to Services paid for after it enters into force.

15.4. Services paid for before a new version enters into force remain subject, until the end of their paid term, to the version of the Offer in effect at the time of payment, unless the new version improves the User’s position.

15.5. The Contractor notifies Users of material changes to the Offer in advance in the Bot or by email.

15.6. This version of the Offer introduces the recording of the Balance in NiVa credits. From the date of its entry into force (hereinafter, the “transition date”), recording of the Balance in US dollars, top-up of the Balance, payment for a Subscription from the Balance, the “Больше лимита на сегодня” (More limit for today) Service and separate Nika in Chat tariffs are not provided. Services paid for before the transition date remain valid in the manner set out in clauses 15.4 and 5.8.

15.7. The remaining Balance previously recorded in US dollars has been converted into NiVa credits as of the transition date: the amount in US dollars was converted into rubles at the exchange rate applied by the Contractor in the Service on the transition date, and into NiVa credits at the rate of 1,000 NiVa credits per 15 rubles. Amounts paid from the Balance before the transition date are converted in the same manner when they are credited (clause 9.3) and refunded (Section 11). Unused Bonuses credited before the transition date have been converted into NiVa credits and retain the status of Bonuses. The number of converted NiVa credits is reflected in the transaction history.

16. Dispute Resolution

16.1. The Contract is governed by the law of the Russian Federation.

16.2. The Parties seek to resolve disputes through negotiations. Claims are sent to support in the Profile or in the Bot, to billing@niva.company (payments and refunds) or to support@niva.company (other matters). The Contractor considers a claim within 10 (ten) calendar days from the date of its receipt.

16.3. Compliance with the pre-trial procedure is not a mandatory condition for the User to apply to court. Claims for the protection of consumer rights are filed at the User’s choice in accordance with Article 17 of the Consumer Protection Law.

16.4. The Parties recognize the legal force of messages sent to the email addresses specified in the Offer and in the Account, via the Bot and via the “Поддержка” (Support) section of the Profile.

16.5. If any individual provision of the Offer is held invalid, this does not entail the invalidity of its other provisions.

17. Contractor Information and Contacts

17.1. The Contractor provides services under the designation “NiVa”. The full name, taxpayer identification number and address of the Contractor are provided upon request of the User or of a person intending to enter into a contract with the Contractor. The request is sent to support@niva.company; the information is provided within 10 (ten) calendar days from the date of its receipt.

17.2. Contractor contacts:

• email: support@niva.company – support and general inquiries, billing@niva.company – payments and refunds;
• website: niva.company; Telegram bot: @NiVaAibot.