Public Offer

Published on December 6, 2024

Version 1.6


Parties and Subject of the Agreement

  1. This public offer is an offer by the company NUMTOO OÜ (hereinafter referred to as the COMPANY) to conclude an agreement on the terms set forth in this offer with anyone who fully and unconditionally accepts these terms (hereinafter referred to as the CLIENT).
  2. The COMPANY is a distributor of OÜ TOP Connect (hereinafter referred to as the PROVIDER), which provides mobile (cellular) communication services in GSM standard in accordance with licenses issued by the Estonian Technical Surveillance Authority, through roaming services with other providers/carriers using the PROVIDER's eSIM cards.
  3. The COMPANY is not a telecommunications operator; all telecommunications services are provided by telecommunication operators in each country where the services are rendered.
  4. The distributor has an official, limited, non-exclusive, non-transferable right to actively distribute the products and/or services of the PROVIDER; it is an independent contractor, not an employee, agent, joint venture, or partner of the PROVIDER. The COMPANY has no authority to assume any obligations or make any statements on behalf of the PROVIDER except those stated in this document. The COMPANY acts as an intermediary between the CLIENT and the PROVIDER. The COMPANY does not initiate the transmission of data, does not choose the recipient, and does not modify information during transmission.
  5. The products and/or services of the PROVIDER, as well as the terms on which they are distributed by the COMPANY, are contained in the "Full Terms of Tariffs" annexed to this public offer. Acceptance of this public offer by the CLIENT also means acceptance of the "Full Terms of Tariffs."
  6. The COMPANY is responsible for collecting payments from its CLIENTS for the payment of the products and/or services provided by the PROVIDER.

Procedure for Concluding the Agreement

  1. The agreement with the CLIENT is concluded by the full and unconditional acceptance by the CLIENT of the terms set forth in this public offer, which is confirmed by placing an order on the official website of the COMPANY (https://popcorn.tel) and paying for it.
  2. When concluding the agreement, the CLIENT must undergo identification (establishment of the individual's identity). Identity verification is carried out by presenting an identity document. The CLIENT must also provide information about their email address and residential address in the format provided on the official website of the COMPANY. The COMPANY may conduct a video call to the CLIENT's phone number to verify the accuracy of the CLIENT's provided information. Depending on the type of services provided, the CLIENT may be required to submit additional documents, information, or fulfill other requirements as provided by applicable law.
  3. The use of products and/or services of the PROVIDER is allowed only after the CLIENT has passed the identification procedure.
  4. The CLIENT undertakes to promptly notify the COMPANY of any changes to the information previously provided by the CLIENT.
  5. The CLIENT confirms and agrees that the information provided to the COMPANY, and any subsequent changes to it, must be complete, accurate, and truthful. The CLIENT must notify the COMPANY of any changes to this information.
  6. "Rules for the Use of the Official Website" of the COMPANY are an integral part of this public offer. Acceptance of this public offer by the CLIENT also means acceptance of the "Rules for the Use of the Official Website."

Calculations

  1. The tariffs, cost of products and/or services (hereinafter referred to as the Tariff Plan) are specified in the "Full Terms of Tariffs," annexed to this public offer.
  2. The Tariff Plan provides for a prepaid system of payments. Payment for products and/or services must be made through payment methods available on the official website of the COMPANY. The moment of payment for products and/or services by the CLIENT is the moment the corresponding amount of money is credited to the COMPANY's account.
  3. Payments are made through payment service providers/payment agents, who apply their own terms and tariffs.
  4. If the CLIENT's eSIM card is used without their knowledge or consent, the CLIENT must immediately inform the COMPANY about this. The CLIENT is responsible for all costs related to the use of their eSIM card until the CLIENT notifies the COMPANY about its unauthorized use.

Changes

  1. The COMPANY/PROVIDER may, at its own discretion and with written notice, change or modify tariffs for services, the list of roaming partner networks, the list of prohibited countries, terms, and general policies at any time.
  2. The COMPANY may change or supplement the terms of this public offer (including its annexes) from time to time without any additional notice to the CLIENT. The new version of the public offer comes into effect after it is published on the official website of the COMPANY. In this case, the CLIENT has the right to refuse to perform the agreement with the COMPANY (terminate the agreement) by sending a relevant notice to the COMPANY within 30 calendar days from the publication of the new terms on the official website. The agreement is considered terminated upon receipt of such a notice by the COMPANY. Failure of the CLIENT to notify the COMPANY of termination within the specified period means the CLIENT's consent to such changes/supplements. CONTINUED USE OF THE CLIENT'S PRODUCTS AND/OR SERVICES (including the purchase and activation of eSIM cards), AND THE PAYMENT FOR THEM AFTER SUCH CHANGES OR SUPPLEMENTS MEANS THE CLIENT'S CONSENT TO SUCH CHANGES.

Suspension and Termination of the Provision of Products and/or Services

  1. The COMPANY/PROVIDER may refuse the CLIENT the provision of products and/or services or suspend them in case of violation by the CLIENT of the identification procedure or failure to provide updated data.
  2. The COMPANY/PROVIDER may suspend or terminate the provision of products and/or services in case of insufficient funds deposited by the CLIENT to pay for products and/or services.
  3. The COMPANY/PROVIDER may block any transaction, terminate the agreement, or suspend its performance if the CLIENT is suspected of fraud, other illegal or unauthorized actions, or for compliance with applicable legislation on the prevention of money laundering, terrorism financing, and financing the spread of weapons of mass destruction or other mandatory requirements.
  4. In the absence of any resolution of a dispute, either party may terminate the agreement or suspend its performance by notifying the other party about this.
  5. If the COMPANY reasonably believes that the CLIENT or any third party is abusing products and/or services, or any of the COMPANY's bonus or promotional programs, or otherwise violating the terms of the agreement or applicable law, the COMPANY may immediately terminate the agreement or suspend its performance without notice and without compensation.

Limitations

  1. The COMPANY is not responsible for fraudulent charges resulting from the theft or fraudulent use of the CLIENT's payment means (credit/debit/payment card, etc.). The CLIENT agrees and acknowledges that they bear full responsibility for the security and protection of the device through which they receive services, and the CLIENT agrees that the COMPANY/PROVIDER is not responsible for unauthorized use of services through the CLIENT's device. The COMPANY/PROVIDER is not responsible for any damage caused to the CLIENT, or losses incurred by the CLIENT, if a third party gains access to the CLIENT's account information or other personal information.
  2. Services are provided "as is," and the COMPANY makes no warranties, express or implied, including but not limited to warranties of ownership, non-infringement of intellectual property rights, commercial value, technical compatibility, or fitness for a particular purpose with regard to the products and/or services provided under this public offer. The COMPANY also makes no warranties that the services will be uninterrupted, error-free, or meet the CLIENT's requirements. The COMPANY does not authorize anyone, including its employees, agents, providers, or representatives, to provide any warranty on behalf of the COMPANY, and the CLIENT should not rely on any such warranty. The CLIENT expressly acknowledges and agrees that since the services are provided in mobile (internet) networks outside the control of the COMPANY, the COMPANY is not responsible for any related violations. The COMPANY is not responsible for the content of transmitted messages. Neither the COMPANY nor the PROVIDER guarantees any level of functionality of the products and/or services in any particular coverage area.
  3. Under no circumstances shall the COMPANY be liable for losses arising from or related to the CLIENT's inability or difficulty in accessing services.
  4. Neither the COMPANY nor the PROVIDER is liable for any direct or indirect costs, losses, or expenses incurred due to the provision of services, delays due to service recovery, errors, accidents, omissions, service interruptions, or defects in transmission during the provision of services over switched or private lines, and any other telecommunications services.
  5. The COMPANY and the PROVIDER, as well as the employees, officers, shareholders, members, directors, or affiliates of the COMPANY, bear no liability to each other or to any other person or entity for any direct or indirect costs, damages, or expenses incurred in the provision of services under this public offer, regardless of whether they were caused by errors, omissions, accidents, regulatory, judicial, or other actions or inactions, illegal activities, natural disasters, wars, vandalism, civil unrest, imposition of restrictive measures due to epidemics, cessation or slowdown of work, labor disputes, destruction of property, or failure of any ordinary carrier or utility service to provide proper transportation, transmission, or other services.
  6. The COMPANY and the PROVIDER disclaim any warranties, express or implied, and make no representations regarding the quality, merchantability, completeness, or fitness for any particular purpose of any of the services provided under this public offer.
  7. The total cumulative liability of the COMPANY/PROVIDER shall not exceed 15 (fifteen) percent of the total fees (excluding VAT) actually paid to the COMPANY/PROVIDER under this public offer during the 6 (six) months immediately preceding the breach. The liability limitation does not apply to damages caused by willful misconduct.

Return Policy

  1. The "Return Policy" of the COMPANY is an integral part of this public offer. By accepting this public offer, the CLIENT also accepts the "Return Policy" of the COMPANY.
  2. The tariff plan includes all operational and other expenses, fees, including the COMPANY's commission for distributing the products and/or services of the PROVIDER, and does not include VAT for EU residents. When returning funds to the CLIENT according to the "Return Policy," the part of the Tariff plan or balance on the account that consists of the COMPANY's commission is not refundable to the CLIENT.

The COMPANY's commission for each payment (CLIENT's order) includes:

  • Full cost of the eSIM profile – 3.00 EUR;
  • Fees withheld by payment service providers/payment agents:
    • Payment service provider Stripe: 5.25% + 0.35 EUR of the total payment amount;
    • Payment service provider Cardlink.link (cryptocurrency payment): 0.4%.
  • Fees withheld by payment service providers/payment agents upon refund:
    • Payment service provider Stripe: 0.02 EUR;
    • Payment service provider Cryptocloud.plus (cryptocurrency payment): 2% + 2 EUR.

Funds credited to the CLIENT due to marketing or promotional activities are non-refundable.

Privacy Policy and Cookie Usage

  1. The "Privacy Policy and Cookie Usage" of the COMPANY is an integral part of this public offer. By accepting this public offer, the CLIENT also accepts the "Privacy Policy and Cookie Usage" of the COMPANY.

Dispute Resolution

  1. The parties will cooperate to immediately investigate any dispute regarding the accuracy of any payment data, tariffs, or any amount payable under this public offer.
  2. Any disputes, disagreements, or claims arising from or related to this public offer, its breach, termination, or validity of its terms, must be resolved through negotiations.
  3. If the parties cannot resolve a dispute related to the conclusion, performance, or termination of relations under this public offer through negotiations, the dispute will be resolved in the Harju County Court in Tallinn, Estonia, as the court of first instance. The CLIENT agrees to the exclusive jurisdiction and location of the aforementioned court in resolving the disputes. In any actions to ensure compliance with the agreements between the parties, including, among other things, any actions by the COMPANY to recover payments, the CLIENT shall pay the COMPANY reasonable attorney fees related to such actions. The CLIENT acknowledges and agrees that this provision on dispute resolution applies regardless of where the CLIENT is located or where they use or pay for the products and/or services.

Assignment

  1. The COMPANY may assign its rights and obligations under this Agreement, in whole or in part, to any person at any time without the CLIENT's consent. In the event of such an assignment, the COMPANY will have no additional obligations to the CLIENT regarding the transferred obligations.

Technical Support and Communication Procedures

  1. Any information, including notifications, messages, suggestions, and other inquiries, should be sent to the COMPANY at the email address provided below, and to the CLIENT at the email address provided by the CLIENT on the COMPANY’s official website when placing the order or when changing their details in the CLIENT's account.
  2. This Agreement shall be governed and interpreted in accordance with the laws of the Republic of Estonia.
  3. Information about the COMPANY and the PROVIDER:

NUMTOO OÜ, registered and operating under the laws of Estonia, registration code 16039501, located at: Estonia, 74626, Pudisoo Village, Kuusalu Parish, Harju County, Mynniemäe 1. Email: info@popcorn.tel.

OÜ TOP Connect, registered and operating under the laws of Estonia, registration code 10668897, located at: Estonia, 11415, Tallinn, Vääke-Paala 1. Email: info@topconnect.com.