Ordering at Yandex.Market. Terms for Stores

This document shall be valid if published at https://yandex.com/legal/market_order_terms_ch/.

Publication date: 27 March 2017.

Effective date: 27 March 2017.

1. General Information. Terms and Definitions

Ordering at Market (the Market Ordering option, the Option) – an option of Yandex.Market enabling the User to order and pay for products/services (enter into sale and purchase agreements for products / paid services agreements) with the Customer Store at Yandex.Market.

Purchaser – a User placing an order for products/services with the Customer Store at Yandex.Market.

Seller – a party specified by the Customer at Yandex.Market as a seller for the respective Customer Store. The Seller shall enter into sale and purchase agreements for products / paid services agreements / license agreements with the Purchaser as part of the Order placed by the Purchaser with the Customer Store at Yandex.Market. Should Seller be a party other than the Customer, the latter shall be liable to Yandex for the actions of the Seller, relating to the execution of the above mentioned agreement with the Purchaser, as for his own actions.

Order – an order for products/services from the Customer Store, placed by the Purchaser at Yandex.Market using the Market Ordering option.

Reporting Period – a calendar month.

Terms – this document “Ordering at Yandex.Market. Terms for Stores”, published on the Internet at: https://yandex.com/legal/market_order_terms_ch/.

Offer – the document “Yandex.Market Service - Terms of Offer”, published on the Internet at: https://yandex.com/legal/market_general_ch/.

These Terms may contain terms not defined in this section of the Terms. In this case, such terms shall be interpreted in accordance with the text of the Terms. In the absence of a clear interpretation of such terms in the text of the Terms, they shall be preliminary interpreted in accordance with their definition in the Offer, secondly – in accordance with the applicable law, thirdly – in accordance with their definition at Yandex.Market, then – in accordance with their definition existing (common) on the Internet.

2. Terms and Conditions for Providing the Service

2.1. The option enabling the User to place its Order for products/services with the Customer Store directly at Yandex.Market (clause 2.1.2 of the Offer) shall be provided by Yandex to the Customer only if the Customer has enabled the Market Ordering option through the Client web interface.

2.1.2. The following documents, binding upon Yandex and the Customer, shall be an integral part of these Terms:

2.1.6. As part of the order the User placed with the Customer Store at Yandex.Market, the Seller shall enter into an agreement with the Purchaser by way of accepting by the User of a product/service offered by the Seller, which acceptance shall be expressed in performing actions aimed at entering into the agreement through the product/service ordering interface or other actions provided for by the functionality of Yandex.Market, expressing the will of the User to close an appropriate transaction.

2.1.7. Non-performance or improper performance by the Seller of its obligations to the Purchaser under the agreement entered into by using the Market Ordering option by the Customer may be a reason to disconnect the Customer Store from the Market Ordering option or terminate the agreement between the Customer and Yandex for rendering of Yandex.Market Services.

2.1.8. The Customer shall represent and warrant that all the information about the products and services the Customer provides as part of the Product offerings, that can be ordered using the Market Ordering option, as well as the information on a particular Product offering, published at the website of the Customer Store, is correct, accurate and reliable, and also contains all the necessary data to be provided to the Purchaser in accordance with the applicable legislation.

2.1.9. The Customer may not change the terms of the Order placed by the Purchaser at Yandex.Market using the Market Ordering option, except for the following conditions, which may be changed by agreement with the Purchaser: delivery address, delivery time, and delivery method.

2.1.10. The documents provided for by the applicable legislation for settlements with individuals (sales checks, etc.) under the agreement entered into by and between the Seller and the Purchaser for the purpose of processing the Order, shall be made by the Customer (the Seller) based on the data specified in the Client web interface.

2.1.11. Yandex shall not be held liable under the agreements entered into by and between the Customer (the Seller) and the Purchaser in connection with using the Market Ordering option by the Customer.

2.1.12. If the performance by Yandex of its obligations in the provision of the services provided for by clause 2.1.2 of the Offer has served as a ground for claims, actions against Yandex and/or orders for penalty payments delivered by government agencies and/or any third parties (including the Users/Purchasers), the Customer shall immediately, at the request of Yandex, provide the latter with all the required information concerning the transaction with the Purchaser, assist Yandex in settling such claims and actions, as well as indemnify Yandex against any documented losses (including court fees, penalty amounts) incurred by Yandex as a result of the said claims, actions, and orders related to any third-party rights infringement and/or violation of the applicable legislation or , caused by provision of the respective services by Yandex.

2.1.13. Should the Customer (the Seller) refuse to execute an agreement entered into by and between the Customer (the Seller) and the Purchaser in connection with the use by the Purchaser and the Customer of the Market Ordering option, the Customer shall pay Yandex a penalty in the amount of the cost of Yandex services (clause 2.1.2 of the Offer) to be debited (credited) for the purpose of the respective Order placed by the Purchaser at Yandex.Market using the Market Ordering option, calculated as defined in paragraph 5 of the Terms.

2.1.13.1. In case the Customer (the Seller) refuses to execute an agreement repeatedly (or in case of termination thereof) during one and the same calendar month, as defined by clause 2.1.13 hereof, the Customer shall, at the written request of Yandex, pay the latter a penalty in the amount of the total cost of products and services under the agreements entered into by the Customer (the Seller) during the calendar month in connection with the use of the Market Ordering option, but outstanding through the fault of the Customer/Seller.

2.1.14. The penalties of clause 2.1.13 shall be paid only upon a reasonable written request of Yandex.

2.1.15. If the Customer sets the minimum order amount for the Customer Store, the cost of each product / service available for Users in the Customer Store via the Market Ordering option shall be no less than the specified minimum order amount. Failure of the Customer to discharge the obligations stipulated in this clause can provide grounds for deactivating the Market Ordering option for the Customer Store.

3. Data Transmission Methods

3.1. The Customer shall independently determine the list of products/services, which will be available for purchase by Users within the Market Ordering option.

3.2. For the purpose of providing information about products/services, which will be available for purchase by Users within the Market Ordering option, the Customer shall perform the following actions:

3.2.1. Enable the Market Ordering option through the Client web interface;

3.2.2. Provide a list of Product offerings, available at the Customer Store through the Market Ordering option, in the manner prescribed by the document "Requirements to the Data Transmission Format and Method";

3.2.3. Provide the Product offerings information required to enable the Option, in accordance with the document "Requirements to the Data Transmission Format and Method";

3.3. For the purposes of interaction between the Parties in the course of placing the User’s order with Yandex.Market, the Customer shall agree to use the service API Yandex.Market for Partners or the Client web interface (may be not available for cross-border selling).

3.3.1. The Customer may control the order processing method choosing one of the ways of the Parties’ interaction in the course of order processing: the Partner interface (interaction through Client web interface) or API. For this purpose, the Customer may select a desired way of interaction in the Client web interface at the Placement Parameters page in the section Orders Acceptance Schedule option.

3.3.2. All orders placed with the Customer Store at Yandex.Market shall be displayed at the Orders List page of the Client web interface. Provided that the Customer selects the Partner interface as the method of interaction, it will get an access to the functions of order status change at the Orders List page.

3.3.3. If the Customer selects API as the method of interaction, it will get an access to the functions of order status change at the Orders List page only for the Orders that were placed when the Partner interface method of interaction applied, while only the display mode will be available for the rest of Orders.

3.3.4. The Customer may change the way of the Parties’ interaction in the course of order processing at any time. In this case, the Customer will be disconnected from the Market Ordering option over a period from 3 to 6 hours after such a change.

3.4. For the purposes of data transmission within the Market Ordering option using the service API Yandex.Market for Partners, the Customer shall agree to follow the methods of the data transmission described on the page http://api.yandex.ru/market/partner/doc/dg/reference/all-methods.xml in the section Ordering at Market.

3.5. The Purchaser shall pay the Seller for products/services ordered, selecting one of the following options:

  • payment upon receipt of the products/services (may be not available for cross-border selling);

  • payment when placing the order with Yandex.Market (using methods available at Yandex.Market), provided the Customer has met requirements stipulated in clauses 3.6 and 3.7 of the Terms.

3.6. To enable an option for payment for products/services by the Purchaser to the Seller at Yandex.Market within the Market Ordering option, the Customer shall do the following:

3.6.1. The Customer shall fill in and send a request to enable the above option in the manner described at: https://yandex.ru/support/partnermarket/purchase/prepaid-orders.xml.

3.6.2. The Seller shall enter into an agreement pursuant to the terms published on the Internet at: https://money.yandex.ru/doc.xml?id=528381&lang=en.

3.6.3. The Customer shall agree that data on the Seller received by Yandex when entering into the agreement stated in clause 3.6.2 above, shall be data provided by the Customer to be indicated in the Product Offerings with regard to the Seller.

3.7. Yandex shall be entitled to refuse enabling the payment option, mentioned in clause 3.4 of the Terms, for the Customer at Yandex.Market, in case the Customer or Customer duplicate party has violated (including within the framework of the previous agreements) terms of the Offer (including documents the Offer makes reference to), or in case the Seller has previously violated terms of agreements/obligations undertaken with regard to enabling the Market Ordering option for the Customer Store (including the agreement stated in clause 3.6.2 of the Terms).

3.8. The Purchaser shall pay for products/services ordered at Yandex.Market directly to the Seller, the latter engaging a respective lending institution for transfer of such payments. Yandex shall not be a party to the above settlements and shall not accept payments from Purchasers. Instead it shall provide an option at Yandex.Market enabling the Purchaser to pay for products/services directly to the Seller.

4. Technical Aspects of Ordering with the Market. Actions of the Purchaser, Yandex and the Customer

4.1. Preliminary actions of the Purchaser. 


The Purchaser shall view products/services (hereinafter referred to as the goods) on the pages of the Yandex.Market service and place the goods in the cart. The Purchaser can add the items to the cart only from the stores connected to the Market Ordering option. For the purposes of these Terms, the cart shall mean the section of the Yandex.Market service (page) intended for storage of information about products/services selected by the Purchaser for the purchase, as well as for performance of actions related to the placement of Orders for products/services with the Customer Store. In this section, the Purchaser shall be offered to perform the following operations: to view selected goods/services; to edit an order; to process an order; to define shipping terms, etc.

4.2. Actions of the Purchaser in the cart.


The Purchaser shall go to the cart, edit the list of goods (remove products/services, identify the quantity, etc.) and click the Process Order button (or any other button with a similar function).

Upon performance by the User of ordering actions (by clicking the Process Order button), Yandex:

4.2.1. If the Customer selects the API way of interaction, Yandex shall send a POST/cart API request to the Customer’s URL address in order to obtain or update the information about the product/service:

  • price and availability of goods at the Customer Store;

  • possibility of ordering goods by the Purchaser in the relevant region;

  • shipping terms and methods, depending on the internal rules of the Customer Store (amount of the order, amount of goods ordered, etc.);

  • payment methods available for the order being placed (if an option for payment for products/services by the Purchaser to the Seller is enabled at Yandex.Market, respective payment methods are automatically added to the list of payment methods).

A response from the Customer shall contain the actual data provided for the Purchaser. This response shall be sent within 2 seconds (5 seconds for cross-border selling) following receipt of the request.

If upon receipt of the actual information about the goods the Purchaser makes changes to the Order thus affecting the terms of the order, a second POST/cart request shall be sent to the Customer.

The Purchaser can actually make several changes to the Order, and each time a POST/cart request for updates shall be sent to the Customer.

4.2.2. If the Customer selects the Client web interface as the way of interaction, it considers updated the goods/service data related to the Materials placement and sent in an YML file and via the Client web interface. These data shall be processed in the manner prescribed by the document General Terms and Conditions for Yandex.Market Services located at https://yandex.com/legal/market_general_ch/.

4.2.3. Thereafter, the Purchaser shall indicate his/her personal data, address, select the shipping method, etc., and then click the Submit button.

4.2.4. If the Purchaser selects prepayment as his/her preferred method of payment for the Order, then, on clicking the Submit button, he/she shall be forwarded to the respective Pay for Order page, where the Purchaser shall fill in his/her payment details and click the Payment button.

4.3. Actions of the Purchaser, Yandex and the Customer in case of interaction via API. The term for the performance of actions and the consequences of non-compliance therewith by the Customer.

If the Purchaser has ordered goods with the Customer Store, then, on clicking the Submit button, the Customer shall receive a POST/cart request to update the data in connection with the receipt of more precise information from the Purchaser: address, shipping method, payment method, etc.

The Customer shall send a response indicating the actual data, and if they have not been changed compared to the previous request, the Customer shall receive a POST/order/accept request to accept the Order. The Customer shall send a response containing either confirmation of Order or refusal of Order. The response shall be sent by the Customer within 10 seconds following receipt of the request. Upon accumulation of five (5) unanswered requests within 30 minutes, or in case of repeated violation of the response time, Yandex is entitled to disconnect the Customer Store from the Market Ordering option.

Once the Purchaser, who selected payment upon receipt as his/her preferred method of payment for the Order, has clicked the Submit button, if the Store accepts the Order, Yandex.Market shall create one Order in the PROCESSING status, and shall inform the Customer by sending a POST/order/status request. The POST/order/status request shall include personal data of the Purchaser. Hereafter the Customer may begin processing the Order.

Once the Purchaser, who selected prepayment as his/her preferred method of payment for the Order, has clicked the Payment button, Yandex shall send a POST/order/status request to the Store with the Order marked as UNPAID (the Order has not been paid for yet). The Purchaser shall have two hours to effect the payment. Once it is completed, Yandex shall send a POST/order/status request to the Customer with the Order marked as PROCESSING (the Order can be processed). If the payment is not effected within two hours, Yandex shall send a POST/order/status request to the Customer with the Order marked as CANCELLED (cancellation of the Order).

Should the Customer refuse to process the Order, it shall, within 10 seconds following receipt of the request, send a response indicating the reason for refusal: the information about the goods and/or delivery options specified in the Order is out of date (the OUT_OF_DATE value of the reason parameter).

If in the course of updating the Order data it appears that the previous data are out of date, then the Purchaser shall receive a notification of changes in the Order. In this case, the Purchaser shall repeatedly click the Submit button, whereupon the described scenario is repeated.

Customers are recommended to reserve goods in their warehouses when they send a positive response to the POST/order/accept request prior to obtaining the PROCESSING or CANCELLED status. Approximate reservation time shall be 10 minutes. If the Purchaser selects prepayment as his/her preferred method of payment for the Order, the Customer shall have the Order reserved for 2 hours.

Once the Order has received the PROCESSING status, the Customer can contact the Purchaser to clarify the details of the Order, and then begin processing and execution of the Order. If during clarification of details, the Purchaser:

  • refuses to process Order, the Customer shall send a PUT/campaigns/{campaignId}/orders/{orderId}/status request, specifying the new CANCELLED status in the body of the request, with an indication of a reason (values of the substatus parameter);

  • wishes to change the items of the Order, the Customer shall explain that the items of the Order placed at Yandex.Market cannot be changed. The solution options are described in paragraph 4 hereof;

  • •wishes to change the delivery terms, the Customer shall send a PUT/campaigns/{campaignId}/orders/{orderId}/delivery request, specifying the new data. Once the Order is ready for delivery to the Purchaser, the Customer shall send via the API Yandex.Market for Partners service a PUT /campaigns/{campaignId}/orders/{orderId}/status request, specifying the new Order status — DELIVERY. This status means that the Order is ready to be delivered. At this stage, that is, when the Order status changes from PROCESSING to DELIVERY, the cost of services that Yandex has rendered to the Customer (clause 2.1.2 of the Offer) shall be debited (credited) for the purpose of the relevant Order placed at Yandex.Market using the Market ordering option.

The Purchaser may cancel the Order through the Yandex.Market interface only when the Order has the RESERVED or PROCESSING status, and the Customer shall be informed accordingly by the POST/order/status request.

The Customer shall change the status of the Order to DELIVERY when the Order is ready to be delivered, prior to its transfer to the delivery service. If the Customer (the Seller) sends the Order prior to the change of the corresponding status, the following problem may arise: the Purchaser cancels the Order prior to change of the status by the Customer, the Order status is changed to CANCELLED, but in fact, the Order has already been sent by the Customer (the Seller), which will cause unnecessary costs. All the risks and costs associated with this problem shall be incurred by the Customer.

After the Customer assigns the DELIVERY status, the accrued service fee (section 5 hereof) payable to Yandex for the purpose of the relevant Order shall not be refunded, and therefore, it is not recommended to change the status of the Order long before its delivery, as in this case, the Purchaser will be unable to cancel the Order via the Yandex.Market interface, but it may contact the Customer (the Seller) directly to cancel the Order, or not to collect the Order at all. This will lead to additional costs of the Customer as the service fee (section 5 hereof) has already been debited (credited) and is not subject to refund. 


Issuance of the Order to the Purchaser:

If express delivery has been selected as the delivery method, then, upon the issuance of the order to the Purchaser, the Customer shall change the status of the Order to DELIVERED. If customer pickup has been selected as the delivery method, then, upon the Order’s arrival at the point of delivery, the Customer shall change the status of the Order to PICKUP. Once the Purchaser appears and takes the Order, the Customer shall change the status of the Order to DELIVERED.

If the Purchaser cancels the Order with the DELIVERY status or does not collect the Order with the PICKUP status, the Customer shall change the status of the Order to CANCELLED, with an indication of a reason. Receipt of these data from the Customer is necessary for the statistics accumulation. Based on the statistics, the Purchasers who repeatedly place and cancel a lot of their Orders shall be banned from ordering products/services with the stores at Yandex.Market.

Request for information about the Customer Store orders:

The Customer may obtain information on either a specific Order or all the Orders placed by the Purchasers with the Customer Store. To obtain these data, the Customer shall execute GET /campaigns/{campaignId}/orders/{orderId} and GET /campaigns/{campaignId}/orders requests.

The period between the approval of the Order for execution (the Processing status) by the Customer (the Seller) and the transfer of the Order to the Delivery status shall not exceed 7 (seven) calendar days.

In case of non-compliance with the specified deadline, the Order shall be automatically cancelled.

4.3.1. Actions of the Purchaser, Yandex and the Customer in case of interaction via the Client web interface. The term for the performance of actions and the consequences of non-compliance therewith by the Customer.

If the Purchaser has ordered goods with the Customer Store, then, on clicking the Submit button, the Customer shall receive a note of the new Order receipt; the new Order will be displayed in the Orders section of the Client web interface. The Order shall be displayed in the Client web interface with the NEW ORDER status.

The Customer’s authorized representative shall accept or decline the Order displayed with the NEW ORDER status in the Client web interface (indicating a reason for decline) within one business hour (60 minutes). Upon the accumulation of two (2) Orders unanswered within one business hour within one day, or in case of repeated failures by the Customer to meet the response deadline, Yandex may disconnect the Customer Store from the Market Ordering option.

Once the Customer accepts the Order, it will get and access to the Purchaser’s data in the Client web interface. From that point forward, the Customer (the Seller) may contact the Purchaser to clarify the details of the Order, and then begin processing and execution of the Order. If during clarification of details the Purchaser:

  • refuses to process Order, the Customer shall cancel the Order in the Client web interface with an indication of a reason;

  • wishes to change the items of the Order, the Customer shall explain that the list of items of the Order processed at Yandex.Market cannot be changed. The solution options are described in paragraph 4 hereof;

  • wishes to change the delivery terms, the Customer shall indicate the new delivery terms for this Order in the Client web interface.

After the Order is prepared for delivery to the Purchaser, the Customer shall indicate a new DELIVERY status in the Client web interface. This status means that the Order is ready for delivery. When the status is changed from ACCEPTED to DELIVERY, the service fee (section 5 hereof) shall be debited (credited) for the purpose of the respective Order placed with the Customer Store using the Market Ordering option.

After the Order acquires the DELIVERY status, the Purchaser may not cancel it via the Yandex.Market interface. The Purchaser may only cancel the Order via the Yandex.Market interface only if it has the NEW ORDER or PROCESSING status. In this case the Customer shall be notified of the Order cancellation via e-mail, and the Order will acquire the CANCELLED status in the Client web interface.

The Customer shall change the status of the Order to DELIVERY when the Order is ready to be delivered, prior to its transfer to the delivery service. If the Customer (the Seller) sends the Order prior to the change of the corresponding status, the following problem may arise: the Purchaser cancels the Order prior to change of the status by the Customer, the Order status is changed to CANCELLED, but in fact, the Order has already been sent by the Customer (the Seller), which will cause unnecessary costs. The Customer shall incur all the risks and costs associated with this problem.

After the Customer assigns the DELIVERY status, the accrued service fee (section 5 hereof) payable to Yandex for the purpose of the relevant Order shall not be refunded, and therefore, it is not recommended to change the status of the Order long before its delivery, as in this case, the Purchaser will be unable to cancel the Order via the Yandex.Market interface, but it may contact the Customer (the Seller) directly to cancel the Order, or not to collect the Order at all. This will lead to additional costs of the Customer as the service fee (section 5 hereof) has already been debited (credited) and is not subject to refund.


If the Parties interact via the Client web interface, the Market Ordering option shall be available only for Orders placed by the Purchasers from the region corresponding to the address of the Customer Store indicated by the Customer in the Client web interface.

Issuance of the Order to the Purchaser:

If express delivery has been selected as the delivery method, then, upon the issuance of the order to the Purchaser, the Customer shall change the status of the Order to DELIVERED. If customer pickup has been selected as the delivery method, then, upon the Order’s arrival at the point of delivery, the Customer shall change the status of the Order to PICKUP. Once the Purchaser appears and takes the Order, the Customer shall change the status of the Order to DELIVERED.

If the Purchaser cancels the Order with the DELIVERY status or does not collect the Order with the PICKUP status, the Customer shall change the status of the Order to CANCELLED, with an indication of a reason. Receipt of these data from the Customer is necessary for the statistics accumulation. Based on the statistics, the Purchasers who repeatedly place and cancel a lot of their Orders shall be banned from ordering products/services with the stores at Yandex.Market.

The period between the approval of the Order for execution by the Customer (the Seller) and the transfer of the Order to the Delivery status shall not exceed 7 (seven) calendar days.

In case of non-compliance with the specified deadline, the Order shall be automatically cancelled.

The Customer may provide the tracking number of the Order and/or the information on the delivery service to Yandex.Market. This information may be used to determine the geographic movement of the Order, including via a partner, with the following display of the tracking status at Yandex.Market.

4.4. Procedure for the Customer in case the Purchaser changes the Order.

4.4.1 Changing of items in the Order:

Items in the order placed by the Purchaser with Yandex.Market cannot be changed directly at Yandex.Market.

If the Purchaser wishes to change any items in the Order, he/she shall use one of the solutions from the below table.

Order status

Change type

Possible solutions

PROCESSING

Adding of items to the Order

1. The Customer may add any additional items to the Order, but Yandex.Market will continue supporting the initial Order. The terms of the Order placed by the Purchaser with Yandex.Market shall not be changed.

2. If the Purchaser wishes to process the Order exclusively with Yandex.Market, he/she can either submit another Order for the additional item, or cancel the current Order and place a new Order, including additional items. The Order may be cancelled by both the Purchaser and the Customer.

PROCESSING

Removal of items from the Order or replacement of items in the Order

1. The Customer may exclude any unwanted items from the Order or replace any items in the Order, but Yandex.Market will continue supporting the initial Order. The terms of the Order placed by the Purchaser with Yandex.Market shall not be changed.

2. The Customer may cancel the Order and service the Purchaser independently.

3. If the Purchaser wishes to process the Order exclusively with Yandex.Market, he/she can cancel the current Order and place a new one.

DELIVERY, PICKUP

Adding of items to the Order

1. The Customer may add any additional items to the Order, but Yandex.Market will continue supporting the initial Order. The terms of the Order placed by the Purchaser with Yandex.Market shall not be changed.

2. If the Purchaser wishes to process the order exclusively with Yandex.Market, he/she can place another Order for the additional item.

DELIVERY, PICKUP

Removal of items from the Order or replacement of items in the Order

1. The Customer may exclude any unwanted items from the Order or replace any items in the Order, but Yandex.Market will continue supporting the initial Order. The terms of the Order placed by the Purchaser with Yandex.Market shall not be changed.

2. The Customer may cancel the order with Yandex.Market and service the Purchaser independently. The Purchaser may not exclude any items from the Order and may not cancel the Order.

4.4.2. Changing the Order price.

Without fail, the Customer may not change the order price once the order has been placed by the Purchaser.

4.4.3. Changing the delivery terms.

The Customer may change the delivery term, address and method at any stage of the Order for an unlimited number of times. The Customer may change the delivery cost only provided that delivery terms have been changed, and that the Purchaser has selected payment upon receipt as his/her preferred payment method.

5. Service Fee Charged by Yandex for Providing the Market Ordering Option to the Customer (clause 2.1.2 of the Offer)

5.1. The fee Yandex collects for the services on providing an option enabling the User to order products/services directly with the Customer Store at Yandex.Market (the Market Ordering option), which services are specified in clause 2.1.2 of the Offer, shall be defined as follows:

5.1.1. The service fee shall be denominated in Russian rubles and calculated as a percentage of the total amount of each Order placed by the User with the Customer Store at Yandex.Market using the Market Ordering option.

5.1.2. The service fee shall bу calculated as follows: an interest rate (CPA rate) determined in the manner specified in the document made publicly available on the Internet at: http://partner.market.yandex.ru/rate.xml, multiplied by the total amount of the Order (the total cost of all products/services in the respective Order, including any applicable taxes); the product shall be rounded up to or down, in accordance with the rules of arithmetic; the calculated service fee for the Order shall be added to the similarly calculated amounts for other Orders placed by Users with the Customer Store at Yandex.Market using the Market Ordering option during the Reporting Period. An amount obtained as a result of these calculations will constitute the fee for the services specified in clause 2.1.2 of the Offer, payable by the Customer to Yandex for the Reporting Period.

5.1.3. Debiting (crediting) the fee for the services rendered per each Order placed with the Customer Store at Yandex.Market shall take place once the goods have been transferred to the delivery service and/or the Order has acquired the DELIVERY status, in accordance herewith (section 4 of the Terms).

5.2. Yandex may unilaterally change the CPA rate and/or the manner of calculation thereof specified at http://partner.market.yandex.ru/rate.xml. Yandex shall notify the Customer about such changes by e-mail, to the electronic mail address specified in the Client web interface. The new CPA rate shall enter into force upon its publication at http://partner.market.yandex.ru/rate.xml.

5.3. The CPA rate data can only be reported by the Customer through service API Yandex.Market for Partners. To report the CPA rate data, the Customer undertakes to be guided by the data report methods described at http://api.yandex.ru/market/partner/doc/dg/reference/all-methods.xml in the section “Rate Management”.

5.4. Unless otherwise specified in document posted online at: https://partner.market.yandex.ru/rate.xml, the cost of services rendered by Yandex and specified in clause 2.1.2 of the Offer shall be calculated applying the CPA rate established by the Customer for the relevant Product Offering and reported to Yandex as described above.

6. Using the Purchasers’ Personal Data

6.1. The Customer may use any personal data of the User/Purchaser who has placed the order for/reserved products/services with Yandex.Market, transmitted by the Service, solely for the purposes of fulfillment by the Customer (the Seller) of the agreement entered into by and between the Seller and the Purchaser in the course of ordering by the latter with Yandex.Market or for the purposes of discharging obligations to provide the User with goods in a stationary sales outlet as part of the Pick Up Today option.

6.2. Any other use of the User’s/Purchaser’s personal data by the Customer (the Seller) shall be prohibited unless the User’s/Purchaser’s consent is given to the Customer (the Seller) for such use under the current legislation. If the Customer (the Seller) fails to comply with this requirement, Yandex shall be entitled to terminate the Agreement with the Customer for the provision of the Yandex.Market Services, following the date of a corresponding notification to the Customer.

7. Additional Terms Governing Payment for the Order by the Purchaser to the Seller at Yandex.Market

7.1. If the Purchaser places an Order with Yandex.Market and selects prepayment as his/her preferred payment method (i.e. the Purchaser pays the Seller for the Order directly at Yandex.Market when placing it), the terms, provided for in the document titled Purchaser Claims and Arbitration and published on the Internet at https://yandex.com/legal/market_order_arbitr_ch/, shall apply.

8. Pick Up Today Option

8.1. The Pick Up Today (Reserve at Market) option is an option at Yandex.Market enabling the User to reserve goods located in a stationary sales outlet of the Seller to purchase them directly in the said sales outlet.

8.2. Yandex shall provide the Pick Up Today option to the Customer as part of the service stipulated by cl. 2.1.2 of the Offer.

8.3. No orders placed by the User within the Pick Up Today option shall result in making an agreement with the Seller pursuant to cl. 2.1.6 of these Terms. A sale and purchase agreement for goods reserved through the Pick Up Today option shall be signed in the stationary sales outlet chosen by the User, if the User after examining the goods or a sample of the goods in the said sales outlet decides to purchase the goods from the Seller.

8.4. Taking into account the condition specified in cl. 8.3, provisions of these Terms shall apply when Yandex provides the Pick Up Today option to the Customer if not at variance with terms of providing this option.

In this respect, an additional restriction shall apply along with the requirements stipulated by cl. 2.1 of these Terms: the Seller specified by the Customer in the Service and in the website of the Customer’s store shall sell goods/services specified in Product Offerings of the relevant store in Moscow and the Moscow Region.

8.5. Orders placed by the User in the Customer’s store through the Pick Up Today option shall result in the Customer’s obligation to provide the User with goods in the sales outlet it chose to examine them and decide whether to purchase them. Failure of the Customer to discharge the above obligation can be a ground for disabling the Pick Up Today option for the Customer’s store.

8.6. The Customer may not change conditions of the order placed by the User at Yandex.Market through the Pick Up Today option.

8.7. Yandex shall not be held liable under agreements signed by the Customer with Users, when the User purchases relevant goods in the Customer’s stationary sales outlet in view of the Pick Up Today option used by the Customer.

8.8. The Customer shall independently define the list of goods/services available to Users for reservation through the Pick Up Today option. To this end, the Customer should:

  • enable the Connection to Reserve at Market Program option via the Client Web Interface;

  • provide a list of Product Offerings, which can be reserved in the Customer’s store through the Reserve at Market option in the manner stipulated by the document “Requirements to the Data Transmission Format and Method” (YML only);

  • provide information on Product Offerings required to connect them to the Option pursuant to the document “Requirements to the Data Transmission Format and Method” (YML only).

8.9. For the Parties to interact when the User makes orders at Yandex.Market, the Customer shall use Yandex.Market API for Partners.

8.10. The List of Orders page of the Client Web Interface displays all orders placed in the Customer’s store featured with the Reserve at Market program.

8.11. When the User performs actions to reserve goods in the Customer’s stationary sales outlet (clicking the Pick Up Today button or another similar button), Yandex shall send to the Customer’s URL a POST/cart API request to obtain or update data on the goods:

  • price and availability of the goods in the Customer’s store;

  • possibility for the Purchaser to reserve the goods in the relevant sales outlet;

  • available methods of payment for the goods to the Customer, when the User purchases the goods.

A response from the Customer shall contain updated data provided to the User. This response shall be sent within 2 seconds after receiving the request.

If upon receipt of updated information on the goods the User makes changes to the reservation thus affecting the ordering terms, the POST/cart request shall be repeatedly sent to the Customer.

Then the Purchaser specifies personal data and clicks the Confirm Reservation button.

8.12. If the User reserved goods in the Customer’s store, then when clicking the Confirm Reservation button the POST/cart request is sent to the Customer to update data in view of more precise information received from the User: personal data, payment method, etc.

The Customer shall respond with updated data, and if they do not differ from the data in the previous request, the Customer shall receive a POST/order/accept request for reservation. The Customer shall respond either with reservation confirmation or with a refusal to reserve. The response shall be sent by the Customer within 10 seconds after receiving the request. When 5 (five) unresponded requests are accumulated within 30 minutes or in case of repeated failures to timely respond to the request, Yandex may disable the Pick Up Today for the Customer’s store.

After the User clicked the Confirm Reservation button, if the Customer’s store offers reservation, Yandex.Market creates one order in the DELIVERY status, whereof Yandex.Market informs the Customer by sending a POST/order/status request. The User’s personal data are received as part of the POST/order/status request. From now on, the Customer can process the order.

If, when updating the reservation data, it becomes clear that the previous data are outdated, the User is shown an order change notification. In this case, the User shall click the Confirm Reservation button again, whereafter the described scenario is repeated.

Customers are recommended to reserve goods in warehouses of the Customer’s store as they send a positive response to the POST/order/accept request before the DELIVERY or CANCELLED status is assigned. The approximate time of reservation makes 10 minutes.

After the DELIVERY status is assigned by the Customer, no accrued service fee (cl. 2.1.2 of the Offer) charged from the Customer as part of the relevant order (reservation) shall be refunded.

If the User cancels the order (reservation) in the DELIVERY status or does not come to the stationary sales outlet to get the order in the DELIVERY status, the Customer shall change the order status to CANCELLED indicating the reason. These data are required from the Customer for statistics. Based on these statistics, Purchasers who place a lot of orders through the Pick Up Today option and do not come to get them will be deprived of the possibility to use this option.

8.13. The service fee specified in cl. 2.1.2 of the Offer relating to orders executed in the Customer’s store using the Pick Up Today option shall be determined in the manner stipulated in Section 5 of the Terms for the Market Ordering Option (at the CPA rate) in view of the following features:

  • the cost of services rendered for each order (reservation) placed in the Customer’s store at Yandex.Market shall be charged (accrued) when confirming the reservation (assigning the DELIVERY status).

  • up to January 31, 2017, the Customer is granted a discount for the service (cl. 2.1.2 of the Offer) amounting to 100% of the service fee accruable for orders placed in the Customer’s store using the Pick Up Today option.

9. Miscellaneous

9.1. The Customers employing the services provided for by clause 2.1.2 of the Offer shall comply with the following requirements:

  • The number of Orders cancelled by the Customer shall not exceed 30% of the total amount of Orders placed by the Purchasers with the Customer Store at Yandex.Market during the last 90 days (provided that the number of Orders placed with the Customer Store at Yandex.Market exceeds 10);

  • The number of Orders not processed in time (having the PROCESSING_EXPIRED status) during the last 30 days does not exceed three (3).

9.1.1. If the Store fails to comply with the requirements specified in paragraph 9.1, Yandex may disconnect the Customer Store from the Market Ordering option for the period of up to ten (10) business days suspending the services (clause 2.1.2 of the Offer) for the relevant period.

9.2. The Customer shall guarantee that the goods sold by the Customer Store using the Market Ordering option have been legally put into civil circulation within the territory of their place of sale, in particular, it shall guarantee that the goods which are sold under an appropriate trademark have been put into circulation directly by the rightholder or with its consent.

9.3. If the Customer’s (the Seller’s) failure to comply with the requirement specified in clause 9.1 hereof has served as grounds for claims, actions against Yandex (or its affiliates) and/or orders for penalty payments delivered by government agencies and/or any third parties (including the Rightholders and Purchasers), the Customer shall immediately, at the request of Yandex, provide the latter with all the required information concerning the transaction with the Purchaser, and the goods, assist Yandex in settling such claims and actions, as well as indemnify Yandex (its affiliates) against any documented losses (including court fees, penalty amounts) uncured by Yandex (its affiliates) as a result of the said claims, actions, and orders related to any third-party rights infringement and/or violation of the applicable legislation, caused by provision of the respective services by Yandex.

9.4. If the Customer (the Seller) fails to comply with the requirement specified in paragraph 9.2 hereof, it shall pay Yandex a penalty of USD 3,500/EUR3,000/CHF 3,400(depending on the currency specified in the Client web interface) for each case of breach. The penalty shall be paid by the Customer under a correspondent written request of Yandex (including an e-mailed request) within three (3) business days following its receipt by the Customer.

9.5. In case of the Customer’s repeated breach of the requirements specified in clauses 9.1, 9.2 hereof (more than two times), Yandex shall be entitled to unilaterally terminate the Yandex.Market Services Agreement.