COURTESY TRANSLATION — NOT THE GOVERNING TEXT
This is an English-language courtesy translation of the Russian-language Public Offer for image retouching services, provided for the Client’s convenience. In case of any discrepancy between this translation and the Russian original, the Russian text shall prevail in all cases, in accordance with Clause 13.3 of this Offer.
PUBLIC OFFER
for the provision of image retouching services
This public offer (the “Offer”) is addressed to an unlimited number of persons and constitutes an official proposal by self-employed individual Yulia Vladislavovna Gukova, Taxpayer Identification Number (INN) 272100211087 (hereinafter, the “Contractor”), acting as a payer of professional income tax, to enter into an agreement for the provision of image retouching services on the terms set out below.
In accordance with Clause 2 of Article 437 of the Civil Code of the Russian Federation, this document constitutes a public offer.
Payment for the services, payment of an advance, sending files for retouching, confirmation of the Technical Brief, or any other actions aimed at obtaining the services, shall constitute the full and unconditional acceptance of the terms of this Offer in accordance with Article 438 of the Civil Code of the Russian Federation, and shall constitute the fact of conclusion of the agreement (Article 433 of the Civil Code of the Russian Federation).
The Client is obliged to independently review the text of this Offer prior to the commencement of the provision of services.
1. Terms and Definitions
Offer — this document, published on the Internet at: https://yuliya-gukova.com/
Acceptance of the Offer — the Client’s full and unconditional acceptance of the terms of the Offer by performing the actions specified in Section 3 of this Offer.
Agreement — an agreement for the provision of image retouching services for a fee, concluded between the Contractor and the Client by way of Acceptance of the Offer.
Services — services for the digital processing and retouching of images, including but not limited to: beauty retouching, fashion retouching, catalog retouching, color correction, and basic and artistic image processing.
Client — any legally capable individual or legal entity that has expressed an intention to receive the Contractor’s services.
Website — the Contractor’s internet resource located at: https://yuliya-gukova.com/
Messengers — information systems and applications for exchanging electronic messages (Telegram, WhatsApp, and other similar services).
Technical Brief (Brief) — requirements agreed upon by the parties regarding the scope, nature, and result of the retouching of specific images.
2. Subject of the Agreement
2.1. The Contractor undertakes to provide the Client with image retouching services in accordance with the agreed Technical Brief, and the Client undertakes to accept and pay for the services rendered.
2.2. The specific scope of work, number of images, requirements for the result, delivery format, timeframes, and other conditions shall be agreed upon by the parties in the Technical Brief (Appendix).
2.3. By agreement of the parties, the services may be provided on the basis of an individual agreement, the terms of which shall not contradict this Offer.
3. Procedure for Acceptance of the Offer and Conclusion of the Agreement
3.1. Acceptance of this Offer shall be deemed to have occurred upon the Client performing one or more of the following actions:
– sending files (images) to the Contractor for retouching;
– confirming the Technical Brief and/or the cost of services;
– making a payment or advance payment; — receiving and/or using the result of the services rendered.
3.2. Services are provided on the basis of an agreed Technical Brief (Appendix), which may be executed as an appendix to the agreement, a separate document, or agreed text in correspondence (including e-mail and Messengers).
3.3. From the moment of Acceptance of the Offer, the agreement shall be deemed concluded and binding on both parties.
4. Cost of Services and Payment Procedure
4.1. The cost of services is determined individually and depends on the complexity of the retouching, the scope of work, the number of images, the timeframe, and the Client’s requirements.
4.2. The final cost of services is agreed upon by the parties prior to the commencement of work and is fixed in correspondence, an invoice, or other written confirmation.
4.3. The price may be specified as: the cost per image; the cost for the scope of work; the minimum order cost; or the cost of additional services and revisions. All prices under this Offer are stated and paid in Russian rubles.
4.4. The Contractor is entitled to require 100% prepayment, or partial prepayment (no less than 50%), prior to the commencement of the provision of services.
4.5. The Contractor is entitled not to commence the provision of services until the agreed payment has been received.
4.6. Payment for the services shall constitute the Client’s full agreement with the terms of this Offer.
4.7. The Contractor undertakes to generate and provide the Client with a receipt for each amount received in payment for the services, in the manner established by Federal Law No. 422-FZ dated 27.11.2018 “On Conducting an Experiment to Establish the Special Tax Regime ‘Professional Income Tax’.”
4.8. If the Client is a non-resident of the Russian Federation, the cost of services may be agreed upon and paid in foreign currency (US dollars, euros). For the purposes of calculating the professional income tax, the payment amount shall be converted by the Contractor into rubles at the official exchange rate of the Central Bank of the Russian Federation in effect on the date of actual receipt of the funds.
4.9. Settlements with non-resident Clients shall be made to the Contractor’s bank account opened with an authorized bank, or through payment services and intermediary services that ensure compliance with the currency legislation of the Russian Federation, including Federal Law No. 173-FZ dated 10.12.2003 “On Currency Regulation and Currency Control.”
4.10. The cost of services agreed in a foreign currency shall be fixed as of the date the Technical Brief is agreed upon or the invoice is issued. In the event of a change in the exchange rate between the foreign currency and the ruble at the time of actual payment, the parties shall proceed from the amount fixed in the foreign currency, unless otherwise expressly agreed by the parties in writing.
5. Timeframes for the Provision of Services
5.1. Timeframes for the completion of work shall be agreed upon individually by the parties prior to the commencement of the provision of services.
5.2. If, within 5 (five) business days of the delivery of the result, the Client has not submitted comments containing a specific description of the changes required, the services shall be deemed accepted in full. For commercial orders (including advertising campaigns, or where the result is passed on to a brand or other end client of the Client), if expressly agreed in the Technical Brief, the period for submitting comments shall be 10 (ten) business days instead of the 5 (five) business days specified above.
5.3. A change to the Technical Brief or the scope of work may entail a change to the timeframe for completion.
5.4. The Contractor shall retain the source materials and the results of the services rendered for 90 (ninety) calendar days from the date of delivery of the result, unless otherwise agreed by the parties. Upon expiry of this period, the Contractor does not guarantee the preservation of the files.
6. Revisions and Changes to the Technical Brief
6.1. The number of revisions included in the cost of services shall be agreed upon by the parties prior to the commencement of work.
6.2. If the parties have not agreed otherwise, the cost of services includes 1 (one) round of revisions. A round of revisions means a single consolidated list of comments from the Client, submitted at one time following review of the agreed batch of images.
6.3. The correction of a discrepancy between the result and the agreed Technical Brief shall not be deemed a revision within the meaning of Clause 6.2 and shall not count against the limit of included revision rounds; it shall be performed by the Contractor free of charge. An additional (paid) revision means a change to the result requested pursuant to new wishes of the Client that fall outside the scope of the agreed Technical Brief.
6.4. Additional revisions or changes to the Technical Brief that exceed the agreed scope shall be paid for separately and may entail a change to the timeframe for completion.
7. Rights and Obligations of the Parties
7.1. The Contractor undertakes to provide the services with due quality and within the agreed timeframe.
7.2. The Contractor is entitled to:
– suspend the performance of work until payment is received;
– use the results of the services rendered in its portfolio, on its website, and on professional social networks, only with the Client’s prior written consent, recorded in the Technical Brief, in correspondence between the parties, or in other written form.
– provide the services personally. The engagement of third parties (assistants, subcontractors) to provide the services is permitted only with the Client’s prior written consent; the Contractor shall be liable for the actions of such persons as for its own actions, and shall ensure that they comply with confidentiality requirements no less stringent than those established by this Offer.
7.3. The Client undertakes to timely provide the materials necessary for the performance of the work and to pay for the services rendered.
7.4. The Client warrants that it holds all necessary rights (copyright and other rights) to the images submitted for retouching, and, where third parties are depicted in the images, the consent of such persons to the processing of the images. The Client shall independently bear liability for, and shall indemnify the Contractor against, any losses arising from a breach of this warranty.
8. Copyright
8.1. Exclusive rights to the results of the services rendered shall be retained by the Contractor.
Following full payment for the services, the Client is granted a non-exclusive, irrevocable license to use the retouching result for commercial and non-commercial purposes connected with the use of the original photographic works, without limitation as to territory or term of use, including the right to transfer the retouching result to third parties within the scope of the agreed purpose of the order (in particular, to a brand, advertising agency, production company, or other client of the Client), unless otherwise agreed by the parties in writing. The said license includes the right to use, reproduce, distribute, publicly display, and rework the retouching result as part of the original photographic work, including on the internet, on websites, on social media, in advertising and print materials, on marketplaces, and in outdoor advertising, without payment of any additional remuneration to the Contractor. The Client is also entitled to independently modify the retouching result, or to engage third parties (including other retouchers, designers, or advertising agencies) to make such modifications, within the scope of the license granted.
8.2. For commercial orders (including advertising campaigns, brands, agencies, and production companies), the parties are entitled to agree, in the Technical Brief or in a separate agreement, on an expanded scope of license or on the transfer of exclusive rights to the retouching result to the Client in full, including on a paid basis.
8.3. The Contractor’s exclusive rights referred to in Clause 8.1 apply exclusively to the creative result of the image processing (retouching) as a derivative work within the meaning of Article 1260 of the Civil Code of the Russian Federation, and do not affect, limit, or transfer to the Contractor the Client’s rights (including exclusive rights) to the original image (photograph) used to create the retouching result. The Contractor shall exercise its rights to the retouching result in compliance with the Client’s rights to the original image.
The Contractor does not acquire any rights to the original photographs, images, persons depicted, trademarks, or other intellectual property objects, the rights to which belong to the Client or to third parties. The Contractor is not entitled to independently use the retouching result in any manner, including separately from the original photographic work, except in cases expressly permitted by the Client in accordance with Clause 7.2 of this Offer.
8.4. The transfer of exclusive rights is possible only under a separate written agreement of the parties and subject to full payment for the services.
8.5. The Contractor undertakes not to transfer the source images and retouching results provided by the Client to third parties, except in cases provided for in Clause 7.2 of this Offer, the requirements of the legislation of the Russian Federation, or a separate written consent of the Client.
8.6. The Contractor undertakes not to upload the source and processed images, or individual elements thereof, to third-party artificial intelligence services, generative models, or other cloud-based AI services, regardless of the purpose of use, including for the purposes of training machine learning models, without the Client’s prior written consent. The Client’s consent under this Clause shall be deemed granted for the Contractor’s use, in performing the agreed order, of the following professional image-processing services and tools (regardless of whether such data is processed locally or using the cloud capacity of the relevant service): Adobe Photoshop (including the Generative Fill and Neural Filters functions), Adobe Lightroom, Capture One, and Evoto, as well as similar tools built into the software listed above. The use of any other artificial intelligence services or tools not expressly listed in this Clause shall require the Client’s separate prior written consent. The confidentiality obligations set out in this Section shall remain in effect indefinitely, unless otherwise agreed by the parties.
9. Liability of the Parties
9.1. The parties shall be liable in accordance with the current legislation of the Russian Federation.
9.2. If the Client refuses the services after the commencement of work, the funds paid shall be refunded less the cost of the actually completed portion of the work and the expenses actually incurred by the Contractor as of the date of refusal. If the Client refuses the services before the Contractor has commenced work, the prepayment shall be refunded to the Client in full, less any expenses actually incurred by the Contractor (if any), except in cases expressly provided for by the current legislation of the Russian Federation.
9.3. The Contractor shall not be liable for the Client’s refusal to accept the result for reasons related to subjective perception, aesthetic expectations, or a change in the Client’s preferences, provided that the result complies with the agreed Technical Brief.
9.4. The Contractor’s aggregate liability shall be limited to the amount of funds actually paid by the Client.
9.5. The limitation of liability provided for in Clause 9.4 shall not apply to cases of willful breach by the Contractor of: its confidentiality obligations (Section 8); the prohibition on the unauthorized use of the results of the services (Clause 7.2); the prohibition on the unauthorized transfer of source images and retouching results to third parties (Clause 8.5); the prohibition on the unauthorized upload of materials to third-party artificial intelligence services (Clause 8.6); third-party rights; and cases of willful loss or destruction of materials provided by the Client — in accordance with Clause 4 of Article 401 of the Civil Code of the Russian Federation. For a non-willful (negligent) breach of the above obligations, the Contractor’s liability shall be limited in accordance with Clause 9.4.
9.6. If the Contractor breaches the agreed timeframe for the provision of services by more than 3 (three) business days, the Client shall be entitled to demand a proportionate reduction in the cost of services, or to withdraw from the agreement and demand a refund of the prepayment made, less the cost of the actually completed portion of the work, provided that the delay is caused by circumstances for which the Contractor is responsible.
9.7. If the Technical Brief or the Agreement specifies a particular deadline for the delivery of the result (date and time), any breach of that deadline due to circumstances for which the Contractor is responsible shall entitle the Client to demand a proportionate reduction in the cost of services in proportion to the period of delay, without having to wait for the 3 (three) business day threshold provided for in Clause 9.6 to be reached.
The proportionate reduction in the cost of services referred to in Clause 9.6 and in this Clause shall amount to 0.1% of the cost of the delayed portion of the work for each day of delay, but not more than 10% of the total cost of services.
9.8. In the event of loss of or damage to materials provided by the Client, unauthorized access thereto, or their transfer to third parties in breach of the terms of this Offer, occurring through the fault of the Contractor, the Contractor shall notify the Client thereof no later than 24 (twenty-four) hours from the moment the relevant circumstance is discovered.
9.9. The Client is also entitled to withdraw from the agreement concluded by way of acceptance of this Offer at any time, unilaterally, by notifying the Contractor, subject to payment for the actually completed portion of the work and the expenses actually incurred by the Contractor, in accordance with Article 782 of the Civil Code of the Russian Federation and Clause 9.2 of this Offer.
10. Force Majeure
10.1. The parties shall be released from liability for failure to perform their obligations upon the occurrence of force majeure circumstances.
11. Dispute Resolution
11.1. All disputes shall be resolved through negotiations.
11.2. In the event of contradictions between the terms of this Offer, the Agreement, and the Technical Brief, priority shall be given to the terms of the individual Agreement, then to the Technical Brief, and then to the terms of the Offer.
11.3. If the Client is a sole proprietor or a legal entity, disputes shall be subject to resolution in a court at the Contractor’s place of residence (location). If the Client is an individual ordering services for personal needs unrelated to business activity, disputes shall be resolved in the manner established by the legislation of the Russian Federation on the protection of consumer rights, including, at the Client’s discretion, at the Client’s place of residence or stay, the Contractor’s location, or the place of conclusion or performance of the agreement.
12. Personal Data
12.1. The processing of the Client’s personal data is carried out by the Contractor on the basis of a separate Consent to the Processing of Personal Data, provided by the Client independently, in accordance with Part 1 of Article 9 of Federal Law No. 152-FZ dated 27.07.2006 “On Personal Data.” This Offer is not and does not replace such consent.
12.2. Personal data is processed in accordance with the Personal Data Processing Policy published on the Website.
12.3. The Client is entitled to withdraw consent to the processing of personal data by sending a corresponding notice to the Contractor’s e-mail address.
13. Final Provisions
13.1. The Contractor is entitled to make amendments to this Offer. The new version shall take effect from the moment of its publication on the Website. Amendments shall not apply to agreements already concluded.
13.2. In all other respects, the parties shall be governed by the current legislation of the Russian Federation.
13.3. This Offer is drawn up in the Russian language. Where a translation of the text of the Offer into a foreign language exists, the Russian-language text shall prevail in all cases. The law applicable to the relations between the parties is the law of the Russian Federation, regardless of the Client’s location or citizenship.
14. Contractor’s Details
Contractor: Yulia Vladislavovna Gukova
Status: Self-employed (payer of professional income tax)
INN: 272100211087
Website: https://yuliya-gukova.com/
E-mail: gukovaretoucher@gmail.com
Phone number: +7 (984) 151-43-15
Revision of the Offer dated 01.09.2026 (version 1.0).