PUBLIC OFFER

(Public Offer Agreement for the Provision of Services and Sale of Goods)

This Public Offer (hereinafter – the “Offer”) is made between GLADDROP LTD (company registration number 17214115, incorporated in England and Wales under the Companies Act 2006, registered address: 3rd Floor Suite, 207 Regent Street, London, W1B 3HH, England, United Kingdom; hereinafter – the “Provider”, the “Company”) and any natural or legal person (hereinafter – the “User”, “Buyer”, “Consumer”) who accepts this Offer.

The Offer sets out the terms and conditions for the provision of video-content access services and the sale of goods through the Provider’s website gladdrop.tv (hereinafter – the “Website”).

The Offer is published on the Website and is available for review. Acceptance of the Offer occurs when the User performs any of the following actions: registration on the Website, placing an order, confirming an order by clicking the relevant button, or payment for a subscription or goods. By accepting the Offer, the User confirms that they have read and fully accept its terms.

1. PROVIDER DETAILS

GLADDROP LTD is a company incorporated under the laws of England and Wales. Company registration details are publicly available on the Companies House register (companieshouse.gov.uk).

2. GENERAL PROVISIONS

2.1. The Provider offers Users access to the video streaming platform known as gladdrop.tv (hereinafter – the “Platform”) on a paid subscription basis (hereinafter – the “Service”), and also sells goods. The Service and goods are made available through the Website at gladdrop.tv.

2.2. The Provider reserves the right to amend this Offer. A new version shall take effect no earlier than 30 (thirty) calendar days after its publication on the Website. For Consumers located in the United Kingdom and the EU, amendments that are materially detrimental to the User shall apply only to new orders or new subscription periods commencing after the amendments take effect. Continued use of the Website or payment after the amendments take effect constitutes acceptance of the updated terms.

2.3. The Services are provided on the international market. There are no geographic restrictions on sales, except as expressly set out in this Offer (section 8).

2.4. By registering on the Website, placing an order, or making a payment, the User confirms that they have reached the age of majority (18 years or older under the laws of their country of residence) and have full legal capacity to enter into a contract.

2.5. Where the User is a consumer within the meaning of the Consumer Rights Act 2015 (United Kingdom), EU Directive 2019/771, or the Law of Ukraine “On Consumer Protection”, nothing in this Offer shall limit or exclude the User’s mandatory statutory rights.

3. SUBJECT MATTER AND SUBSCRIPTION

3.1. The Provider grants the User a non-exclusive, limited, non-transferable licence to view video content through the Platform for the duration of the paid subscription period. The licence does not transfer any ownership of intellectual property rights.

3.2. Subscription plans are available for the following periods: 1 (one) month; 3 (three) months; 6 (six) months; 1 (one) year. Current prices and terms are set out on the Website. All prices are inclusive of applicable taxes and levies.

3.3. A free trial period of up to 7 (seven) calendar days may be available, subject to activation in accordance with the Website terms. The availability, duration, and activation conditions of the trial period are determined by the Provider and displayed on the Website. The Provider reserves the right to modify or cancel the trial period with at least 7 (seven) calendar days’ notice to the User.

3.4. The subscription automatically renews upon expiry of each paid subscription period. Charges are applied to the payment method used at the time of subscribing at the start of each new subscription period. The Provider will send the User a renewal reminder at least 7 (seven) days before the renewal date. The User may cancel automatic renewal at any time via their account dashboard or by contacting customer support before the next billing date.

3.5. Upon successful payment confirmation, access to the subscription is activated automatically. A purchase confirmation (receipt) is sent to the User’s email address, and the active subscription is reflected in the User’s account dashboard. The subscription term commences from the moment of activation.

3.6. The Service is deemed to have been provided from the moment technical access to the content is granted, i.e. from the moment the active subscription is displayed in the User’s account dashboard.

3.7. The Platform may include content that is recommended for viewers aged 16 (sixteen) and over. Age ratings are displayed on the relevant content page.

4. RIGHT OF WITHDRAWAL AND REFUNDS

The provisions of this section apply in accordance with the law applicable to the specific User.

A. Consumers in the United Kingdom (Consumer Contracts Regulations 2013):

4.1. A Consumer in the United Kingdom has the right to withdraw from the contract within 14 (fourteen) calendar days without giving any reason (the cooling-off period). The period begins on the date the contract is concluded (for services) or the date the goods are received (for goods).

4.2. Where the User provides express prior consent and acknowledges that they will lose the right of withdrawal once performance of the digital service has begun, the Provider may commence the provision of digital services (i.e. grant access to the Platform) before the 14-day period expires. In such case, the right of withdrawal is lost upon full performance of the contract or upon commencement of the service with the User’s express consent. This clause complies with Regulation 37 of the Consumer Contracts Regulations 2013.

4.3. To exercise the right of withdrawal, the User must send a notice to hladenko.comp@gmail.com stating: their name, order number, order date, and an unambiguous statement of their decision to withdraw from the contract. The Provider will confirm receipt and process the refund using the same payment method within 14 (fourteen) calendar days.

B. Consumers in EU Member States (Directive 2011/83/EU):

4.4. Consumers in EU Member States have the right to withdraw from the contract within 14 (fourteen) calendar days under Directive 2011/83/EU and its national implementations. The withdrawal procedure and refund conditions are equivalent to clauses 4.1–4.3 of this Offer, subject to the specific laws of the User’s country. The Provider makes the standard withdrawal form pursuant to Annex I of Directive 2011/83/EU available on the Website.

C. Consumers in Ukraine (Law of Ukraine “On Consumer Protection”):

4.5. Consumer refund rights in Ukraine are governed by the Law of Ukraine “On Consumer Protection”. The Buyer has the right, within 14 (fourteen) calendar days of receiving the goods, to exchange goods of satisfactory quality provided that their original appearance and consumer properties are preserved.

D. General Refund Terms:

4.6. Once access to the Platform has been granted, payments for digital content are non-refundable, unless otherwise required by the mandatory provisions of applicable law.

4.7. If the User receives goods that are defective or faulty, the Provider undertakes to replace the goods or refund the full amount paid. The cost of returning defective goods shall be borne by the Provider.

4.8. For Consumers in the United Kingdom and the EU, in the event of non-conforming digital services or digital content, the User is entitled to: remedy; replacement; a proportionate price reduction; or a full refund, in accordance with the Consumer Rights Act 2015 or Directive 2019/770 as applicable.

5. VIEWING LICENCE AND PROTECTION OF INTELLECTUAL PROPERTY

5.1. All exclusive proprietary rights in the video content, materials, website design elements, and other intellectual property are owned by the Provider or are used by it on a lawful basis.

5.2. Upon purchasing a subscription, the User is entitled to: view video content through the Platform solely for personal, non-commercial use; and make personal notes.

5.3. The User is prohibited from:

• sharing login credentials with third parties;
• recording the screen or capturing content by any means;
• downloading, copying, or storing video materials;
• publishing content or excerpts thereof on the internet;
• using content for commercial purposes;
• circumventing technical protection measures;
• using the account on more than one device simultaneously.

5.4. Breach of the provisions of this section constitutes grounds for restricting or terminating access to the Platform. The Provider will notify the User of a suspected breach and provide an opportunity to respond, unless doing so would compromise security. No refund shall be made in the event of a confirmed breach. The Provider reserves the right to enforce its intellectual property rights through legal proceedings under applicable law.

5.5. The Provider reserves the right to add, modify, or remove content from the Platform. Where a significant volume of content available at the time of subscription is removed, the Provider will notify the User and may offer a proportionate remedy.

6. ACCOUNT SUSPENSION

6.1. The Provider may restrict or suspend the User’s account in the event of: sharing access credentials with third parties; attempts to hack or circumvent technical restrictions; actions that damage the Platform; or confirmed simultaneous use of the account on multiple devices.

6.2. For Consumers in the United Kingdom and the EU, prior to suspension (except in urgent cases), the Provider will: (a) notify the User of the suspected breach; (b) allow a reasonable period to provide an explanation; and (c) make a decision following consideration of any response. In urgent cases (security threats), suspension may occur immediately, followed by notification and the opportunity to appeal.

6.3. A suspension decision may be appealed by the User in accordance with the procedure set out in section 15. If the suspension is found to be unwarranted, the Provider will restore access and may offer a proportionate refund for any unused subscription period.

6.4. The Provider may cancel the trial period and/or suspend the account if abuse is detected, including: registration of multiple accounts by the same person; use of different payment methods or email addresses to circumvent restrictions; or any other action intended to obtain free access beyond one trial period per User.

7. SALE OF GOODS

7.1. The Provider sells physical goods through the Website. Product range, specifications, and prices are set out on the relevant pages of the Website. All prices are inclusive of applicable VAT or equivalent tax.

7.2. An order is deemed accepted upon confirmation by the Provider and receipt of payment. The Provider will send the Buyer an order confirmation by email within 24 (twenty-four) hours of the order being placed.

7.3. Goods are delivered by postal or courier services. Delivery costs and estimated delivery times are set out on the Website and/or in the order confirmation. The Provider accepts no liability for delays or damage caused by the delivery service; in such cases, the Buyer may contact the relevant delivery provider directly. The Provider will assist the Buyer in resolving disputes with delivery service providers.

7.4. Risk of accidental loss or damage to the goods passes to the Buyer upon handover of the goods to the carrier, unless otherwise agreed between the parties.

7.5. Goods are deemed to conform to the description on the Website at the time of ordering. The Provider warrants that the goods correspond to their description and are fit for the purposes stated on the Website.

8. GEOGRAPHIC SCOPE AND RESTRICTIONS

8.1. Services and goods are available for order from any country, with the exception of the Russian Federation and the Republic of Belarus.

8.2. Orders placed by persons located in the Russian Federation or the Republic of Belarus, or orders for delivery to those territories, will not be fulfilled. If payment has been received for such an order, the Provider will refund the full amount less any confirmed transaction costs actually incurred.

8.3. The Provider reserves the right to expand or restrict the list of excluded jurisdictions in accordance with applicable legislation and international sanctions, with at least 14 (fourteen) calendar days’ notice to Users.

9. PAYMENT METHODS

9.1. Payment for services and goods may be made in pounds sterling (GBP), euros (EUR), Ukrainian hryvnias (UAH), or US dollars (USD) via the payment systems specified on the Website. The applicable currency depends on the User’s country of residence and the chosen payment method.

9.2. Payment is deemed to have been made upon confirmation of the transaction by the payment service. From this moment the contract is considered concluded and the service/goods are deemed ordered.

9.3. The Provider does not store the User’s payment card details. All payment transactions are processed through certified payment systems.

10. RECOMMENDATION TECHNOLOGIES

10.1. The Platform uses content personalisation technologies based on the analysis of data relating to the User’s interactions with the service.

10.2. The following data may be used for the operation of recommendation technologies:

• video viewing data (fact of viewing, duration, progress);
• search query history;
• device information (type, operating system, browser);
• login time and session duration data.

10.3. Each authenticated User is assigned an anonymous identifier. The collection and processing of data for recommendations is carried out in accordance with the Privacy Policy and applicable data protection legislation.

10.4. The User may opt out of personalised recommendations via their account dashboard. Opting out of personalisation does not affect access to the core functions of the Platform.

11. PERSONAL DATA AND PRIVACY (GDPR / UK GDPR)

11.1. The Provider acts as a data controller within the meaning of the General Data Protection Regulation (EU) 2016/679 (EU GDPR) and the UK General Data Protection Regulation (UK GDPR). Personal data is also processed in accordance with the Law of Ukraine “On Personal Data Protection”.

11.2. To exercise rights in relation to personal data, the User should send a request to hladenko.comp@gmail.com. The Provider will respond within 30 (thirty) calendar days.

11.3. For the purpose of fulfilling orders, the Provider transmits the User’s necessary personal data (name, delivery address, contact telephone number) to postal operators and courier services. Such third parties act as data processors under GDPR and operate solely on the basis of a data processing agreement with the Provider.

11.4. The detailed terms governing the collection and processing of personal data are set out in the Privacy Policy, which is published on the Website and forms an integral part of this Offer. If the User believes that the processing of their data infringes GDPR or UK GDPR, they have the right to lodge a complaint with the competent supervisory authority – the Information Commissioner’s Office (ICO) (ico.org.uk) in the United Kingdom, or the relevant authority in their country of residence.

12. LIABILITY AND LIMITATIONS

12.1. The Provider shall not be liable for:

• service interruptions caused by technical failures on the part of internet service providers, hosting providers, or payment systems;
• the quality of the User's internet connection;
• loss or damage suffered by the User as a result of unauthorised use of access to the Platform by third parties due to the User's own fault;
• content failing to meet the User's subjective expectations.

12.2. The Provider’s liability in respect of any claim by the User shall be limited to the amount actually paid by the User for the Service or goods that are the subject of the claim. This limitation does not apply to liability for death or personal injury caused by the Provider’s negligence, nor to any other cases where limitation of liability is prohibited by applicable law.

12.3. The Provider does not guarantee uninterrupted or error-free operation of the service, but undertakes to take reasonable measures to ensure stable operation. Planned maintenance will be announced in advance. In the event of prolonged unplanned outages (exceeding 48 hours), the Provider will consider the question of proportionate compensation.

12.4. The Website may contain links to third-party external resources. The Provider accepts no liability for their content, privacy policies, or actions. By following a link, the User independently agrees to the terms of the relevant resource.

13. TECHNICAL SUPPORT AND COMMUNICATIONS

13.1. Technical support for Users is provided via email: hladenko.comp@gmail.com. The Provider will use reasonable endeavours to respond to enquiries within 2 (two) business days.

13.2. Complaints and claims must be submitted by the User in writing to the Provider’s email address. The Provider will review the complaint and provide a response within 14 (fourteen) calendar days.

13.3. The Provider may send the User notifications regarding content updates and new services. The User may unsubscribe at any time via their account dashboard or by clicking the “Unsubscribe” link in any such communication.

13.4. The Provider informs Users of the following out-of-court dispute resolution mechanisms:

• — for Consumers in EU Member States: the EU Online Dispute Resolution (ODR) platform: https://ec.europa.eu/consumers/odr/ — a free online tool for resolving disputes between consumers and online traders;
• — for Consumers in the United Kingdom: where the Provider is unable to resolve a complaint within 14 (fourteen) calendar days, it will refer the Consumer to an approved ADR provider and communicate the provider's name and contact details at that time.

Use of ADR/ODR mechanisms is the Consumer's right, not an obligation, and does not affect their right to seek judicial redress.

14. FORCE MAJEURE

14.1. The parties shall be released from liability for full or partial non-performance of their obligations where such non-performance is caused by force majeure events, including: natural disasters, acts of war, declaration of a state of emergency, acts of government authorities, failures of global communication networks, or other circumstances beyond the reasonable control of the parties.

14.2. The party affected by force majeure must notify the other party as soon as reasonably practicable and in any event no later than 7 (seven) calendar days of the event arising. If force majeure circumstances continue for more than 60 (sixty) days, either party shall have the right to terminate the contract without liability for damages.

15. DISPUTE RESOLUTION AND GOVERNING LAW

15.1. This Offer is governed by and construed in accordance with the laws of England and Wales. In particular, the following legislation applies: Consumer Rights Act 2015, Consumer Contracts Regulations 2013, Sale of Goods Act 1979, and Companies Act 2006.

15.2. For Consumers in the United Kingdom: if the Provider is unable to resolve a complaint within the designated timeframe, it will refer the Consumer to an approved Alternative Dispute Resolution (ADR) provider. Judicial proceedings shall be brought before the courts of England and Wales, unless the Consumer elects to bring proceedings in the courts of their place of residence.

15.3. For Consumers in EU Member States: the mandatory provisions of the Consumer’s country of residence shall apply. Consumers may also use the EU Online Dispute Resolution platform: https://ec.europa.eu/consumers/odr/

15.4. For Users from Ukraine: in addition to the governing law of England and Wales, the mandatory provisions of the Law of Ukraine “On Consumer Protection” remain in force. Disputes may also be resolved in accordance with the procedures established by Ukrainian consumer protection legislation.

15.5. Prior to initiating legal proceedings, the parties undertake to use reasonable endeavours to resolve any dispute through good-faith negotiations within 30 (thirty) calendar days from the date a formal complaint is submitted.

16. FINAL PROVISIONS

16.1. The provisions relating to the protection of intellectual property rights shall remain in force throughout the entire period of protection of the relevant rights under applicable law.

16.2. If any provision of this Offer is held by a court to be invalid or unenforceable, all remaining provisions shall continue in full force and effect.

16.3. This Offer constitutes the entire agreement between the Provider and the User with respect to its subject matter and supersedes all prior agreements and understandings relating thereto.

16.4. The current version of the Offer is always published on the Website. Previous versions are archived on the Website and available upon request.

16.5. The official (controlling) language version of this document is English. A Ukrainian-language version is available as a translation for the convenience of Users. In the event of any discrepancy between language versions, the English version prevails.

16.6. This Offer has been drafted in compliance with the requirements of the law of Great Britain, the European Union, and Ukraine, and is valid in those jurisdictions, subject to the mandatory provisions of the law of each.

THE PROVIDER: