User Agreement & Terms of Service

This Agreement was last modified on 27th April 2015.

The following User Agreement, which include the Privacy Policy, IP Policy, and any guideline, policy or content displayed on the Website, are a legally binding contractual agreement between you (“User, “you,” “your”) and P4PE Limited, d/b/a PoDLancer.com (“PoDLancer.com,” “we,” “us”) (hereinafter collectively referred to as the “User Agreement”).

This User Agreement describes the terms and conditions on which you are allowed to use our Website and our Services. We have incorporated by reference all linked information. By accessing and/or using the services available from the domain and sub-domains of www. PoDLancer.com (the “Website”), you agree to be legally bound by these User Agreement.

We reserve the right to revise these User Agreement and all linked information from time to time in our sole discretion by updating this posting or any linked information. Unless otherwise provided in such revision, the revised terms will take effect when they are posted.

1. OVERVIEW AND DEFINITIONS

PodLancer.com is an online marketplace that enables buyers of professional services (“Employers”) to search for, enter into and manage transactions with providers of professional services (“Freelancers” and, collectively with Employers, “Registered Users”). The Website contains features that enable Freelancers and Employers to do, among other things, the following:

Employers or Buyers: Create profiles, post projects, post contests, search for Freelancers, communicate with Freelancers, negotiate with Freelancers, award projects to Freelancers, manage projects, leave feedback for Freelancers, and pay Freelancers.

Freelancers or Sellers (or Professionals on-Demand, or PoDLancers): Create profiles, advertise capabilities, market services, submit quotes, negotiate with Employers, obtain project awards, invoice, obtain feedback from Employers, and receive payment from Employers.

We also provide Registered Users with certain services described in, and subject to, this User Agreement (as further defined below, the “Services”). We may add, delete or modify some or all of such Services at any time at our sole discretion with reasonable notice posted in advance on the Website. Capitalized terms used in this User Agreement have the following meanings:

Account means the account created by the Website when you register on the Website.

Buyer means a User that investigates and purchases Seller Services or items from Sellers or identifies a Seller through the Website.

Contest means a contest that is solely promoted by a Buyer and in respect of which a Seller can submit an entry via the Website.

Contest Brief means the document setting out the terms and conditions which are to apply to a Contest.

Contest Handover, in respect of a Contest, means the agreement between the Buyer and winning Seller under which the Seller will transfer to the Buyer ownership of the winning entry.

Dispute Resolution Process means the process to be followed by Buyers and Sellers in accordance with the Dispute Resolution Services.

Entrant means an eligible Seller who has entered into a Contest.

Professionals on-Demand, “PoDLancer”, “we”, “our”, or “us” means P4PE Limited.

Inactive Account means a User Account that has not been logged into for a continuous 6 month period.

Intellectual Property Rights means any and all intellectual property rights, existing worldwide and the subject matter of such rights, including: (a) patents, copyright, rights in circuit layouts (or similar rights), registered designs, registered and unregistered trademarks, and any right to have confidential information kept confidential; and (b) any application or right to apply for registration of any of the rights referred to in paragraph (a), whether or not such rights are registered or capable of being registered and whether existing under any laws, at common law or in equity.

Local Jobs or On-site Jobs means a service we provide to match a Buyer who has tasks that need doing with a Seller who will provide the service based on the location of the Seller.

Milestone Payment means a prepayment made by the Buyer for the provision of Seller Services under a User Contract and which will be released in accordance with the section “Milestone Payments” below.

Project or Listing means a job offered or awarded by a Buyer via the Website, which may include a Project or Contest listed by a Buyer, a project awarded by a Buyer (for example through HireMe), a service bought by a Buyer from a Seller, and service awarded by a Buyer to a Seller as a result of a Contest or competition hosted via the Website.

Seller means a User that offers and provides services or identifies as a Seller through the Website.

Seller Services means all services provided by Sellers.

Registered User, User, you or your means an individual who visits or uses the website

User Contract means: (1) this User Agreement; (2) the Code of Conduct as amended from time to time; (3) any other contractual provisions accepted by both the Seller and Buyer uploaded to the Website, to the extent not inconsistent with the User Agreement and the Code of Conduct; and (4) the Project terms as awarded and accepted on the Website, to the extent not inconsistent with the User Agreement and the Code of Conduct.

Dispute Resolution Service means the service described in Section 6.

Services means, collectively, the PoDLancer Billing and Payment Service, and the Dispute Resolution Service.

PoDLancer Billing and Payment Services means, collectively, the PoDLancer Invoice Service and the PayAssure Service.

Assumed Payment Liabilities shall mean that portion of a Seller’s total service charges for a Project which PoDLancer.com agrees to assume in consideration of the Service Charges.

Buyer’s Acceptance of Services shall mean: (i) with respect to an Invoice, a transfer of funds by Buyer to PoDLancer.com in respect of such Invoice or (ii) with respect to the PayAssure Service, the earlier to occur of the following: (a) Buyer and the Seller agree as to the rightful recipient of the funds or (b) Buyer and Seller have concluded the process comprising the Dispute Resolution Service.

PoDLancer Invoice Service means the service described in Section 5(A).

PayAssure Service means the service described in Section 5(B).

Service Charges means, as applicable, the Project Fee, Buyer Payment Processing Fee, the Seller Transfer Method Fee and the Dispute Resolution Service Fee.

Website means the websites operated by PoDLancer and available at: PoDLancer and any related PoDLancer subdomain, service, tool, application or any replacement URL.

The Website is an online venue where Users buy and sell Seller Services and items. Buyers and Sellers must register for an Account in order to buy or sell Seller Services and/or items. The Website enables Users to work together online to complete and pay for Projects, buy and sell items and to use the services that we provide.

2. SCOPE

Before using the PoDLancer Website, we recommend that you read the whole User Agreement, the Website policies and all linked information.

You must read and accept all of the terms in, and linked to, this User Agreement, the Code of Conduct, the PoDLancer Privacy Policy and all Website policies. We strongly recommend that, as you read this User Agreement, you also access and read the hyperlinked information. By accepting this User Agreement, you agree that this User Agreement will apply whenever you use the PoDLancer Website, or when you use the tools we make available to interact with the PoDLancer Website. Some PoDLancer Websites may have additional or other terms that we provide to you when you use those services.

3. REGISTRATION

A. Eligibility. To access our Services through our Website, you must be a legal entity, or an individual of eighteen (18) years of age or older who can form legally binding contracts. To become a Registered User, you must accept all of the terms and conditions in, incorporated by reference in, and linked to, these Terms of Service. By becoming a Registered User, you agree to: (1) abide by the User Agreement and the processes, procedures, and guidelines described throughout the Website; (2) be financially responsible for your use of the Website and the purchase or delivery of services; and (3) perform your obligations as specified by any Project Agreement that you accept, unless such obligations are prohibited by law or by the User Agreement.

You will not use the PoDLancer Website if you:

  1. a person barred from receiving and rendering services under the laws of Nigeria or other applicable jurisdiction; or
  2. are suspended from using the PoDLancer Website.

Subject to your local laws, a person over 15 but under 18 can use an adult's account with the permission of the account holder. However, the account holder is responsible for everything done with that account.

Users may provide a business name or a company name, which is to be associated with the User's Account. Users acknowledge and agree that where a business name or company name is associated with their Account, this User Agreement is a contract with the User as an individual (not the business or company) and Users remain solely responsible for all activity undertaken in respect of their Account.

PoDLancer.com reserves the right, in its sole and absolute discretion, to refuse to register a person or corporate entity as a User, suspend, or terminate Services to anyone.

B. Registration. To become a Registered User and to access Services you must register for an Account. You agree to provide true, accurate and complete information as prompted by the registration form and all forms you access on the Website, and to update this information to maintain its truthfulness, accuracy and completeness.

C. Accounts and Profiles.

General. Once you have registered with the Website as a Registered User, the Website will create your Account with PoDLancer.com and associate it with an account number. You may create a profile under your Account, in accordance with Section 3(D).

Username and Password. During registration, you will be asked to choose a username and password for the Account. As a Registered User, you agree and you are entirely responsible to safeguard and maintain the confidentiality of the username and password you use to access this Website. You authorize PoDLancer.com to assume that any person using the Website with your username and password is you or is authorized to act for you. You agree to notify us immediately if you suspect any unauthorized use of the Account.

D. Membership. PoDLancer.com provides Registered Users several different membership options. The availability of these membership options is dependent upon (i) the Registered User’s status as an Employer or a Freelancer (ii) the selections made during registration, (iii) any subsequent upgrades or downgrades of membership options after registration.

Employers. All Employers have the membership benefits described here. Note, membership benefits may change from time to time at the sole discretion of PoDLancer.com and upon reasonable notice posted in advance on the Website.

Freelancers. Freelancers can choose from different membership options. The options and differences between these options are listed here.

Each membership option includes a certain number of “bids.” As described on the Website, a Freelancer uses bids to submit quotes for projects. If a Freelancer requires additional bids in a given month, the Freelancer has the option to buy additional bids as described here. We reserve the right to change membership fees, the monthly number of bids included in the membership options or the price of bids or institute new fees at any time, at the sole discretion of PoDLancer.com and upon reasonable notice posted in advance on the Website. No refunds of membership fees, bids or skill tests already paid will be given. If we exercise our right to cancel a membership as provided under these Terms of Service, at any time, we will not refund the membership fee already paid.

4. RELATIONSHIPS

A. Buyer and Seller.

  1. Project Agreement. The engagement, contracting and management of a project are between a Buyer and a Seller. Upon acceptance of a quote, the Buyer agrees to purchase, and the Seller agrees to deliver, the services and related deliverables in accordance with the following agreements: (a) the agreement between Buyer and Seller including the Project Bid, Project Description, and other terms and conditions as communicated between Buyer and Seller on the Website or otherwise, (b) this User Agreement, and (c) any other content uploaded to the Website by PoDLancer.com (collectively, the “Project Agreement”). You agree not to enter into any contractual provisions in conflict with this User Agreement. Any provision of a Project Agreement in conflict with this User Agreement is void. Buyer is responsible for managing, inspecting, accepting and paying for satisfactory services and deliverables in accordance with the Project Agreement in a timely manner. Seller is responsible for the performance and quality of the services in accordance with the Project Agreement in a timely manner. Buyer and Seller each covenants and agrees to act with good faith and fair dealing in performance of the Project Agreement.
  2. Independence. Buyer and Seller each acknowledges and agrees that their relationship is that of independent contractors. The Seller shall perform services as an independent contractor and nothing in this User Agreement shall be deemed to create a partnership, joint venture, agency, or Buyer-employee relationship between Seller and Buyer or between PoDLancer.com and any Buyer or Seller.

B. Registered Users and PoDLancer.com

  1. General. PoDLancer.com is not a party to the dealing, contracting and fulfilment of any Project between a Buyer and a Seller. PoDLancer.com has no control over and does not guarantee the quality, safety or legality of any services performed or deliverables created, advertised, the truth or accuracy of project listings, the qualifications, background, or abilities of Registered Users, the ability of Sellers to perform services, the ability of Buyers to pay for services, or that a Buyer or Seller can or will actually complete a Project. PoDLancer.com is not responsible for and will not control the manner in which a Seller operates and is not involved in the hiring, firing, discipline or working conditions of the Seller. All rights and obligations for the purchase and sale of services or other deliverables are solely between a Buyer and a Seller. PoDLancer.com will not provide any Seller with any materials or tools to complete any Project. Buyers and Sellers must look solely to the other for enforcement and performance of all the rights and obligations arising from Project Agreements and any other terms, conditions, representations, or warranties associated with such dealings.
  2. Third-Party Beneficiary of Project Agreement. Buyer and Seller each acknowledges and agrees that the value, reputation, and goodwill of the Website depend on their performance of their covenants and agreements as set forth in their Project Agreement. Buyer and Seller therefore appoint PoDLancer.com as a third-party beneficiary of their Project Agreement for purposes of enforcing the obligations owed to, and the benefits conferred on, PoDLancer.com by this User Agreement. Buyers and Sellers further agree that PoDLancer.com has the right to take such actions with respect to the Project Agreement or their Accounts, including without limitation, suspension, termination, or any other legal actions, as PoDLancer.com in its sole discretion deems necessary to protect the value, reputation, and goodwill of the Website.
  3. Agency. This User Agreement and any registration for or subsequent use of this Website by any user or Registered User will not be construed as creating or implying any relationship of agency, franchise, partnership or joint venture between you and PoDLancer.com, except and solely to the extent expressly stated.
  4. Taxes. Registered Users are responsible for payment and reporting of any taxes. Other than in connection with the 1099 Service, PoDLancer.com is not obligated to determine the applicability of any taxes or to remit, collect or report any such applicable taxes, unless otherwise agreed to by both parties pursuant to the terms of any provision of tax services provided to you by PoDLancer.com. You agree that you will abide by any and all applicable state and federal tax statutes, regulations and common law. In the event PoDLancer.com receives a notice of non-compliance with any such statute, regulation or common law, including, without limitation, an Internal Revenue Service Levy, PoDLancer.com will deem such receipt a breach of this section and will suspend your Account until PoDLancer.com received an Internal Revenue Service Release.

5. USING PODLANCER

While using the PoDLancer Website, you will not:

  1. post content or items in inappropriate categories or areas on our websites and services;
  2. infringe any laws, third party rights or our policies, such as the Code of Conduct;
  3. fail to deliver payment for services delivered to you, unless the Seller has materially changed the Seller Service provided from the bid or a clear typographical error is made;
  4. fail to deliver Seller Services purchased from you, unless the Buyer fails to meet the terms, materially alters the terms of the Seller Services from the listing;
  5. circumvent or manipulate our fee structure, the billing process, or fees owed to PoDLancer;
  6. post false, inaccurate, misleading, defamatory or offensive content (including personal information);
  7. take any action that may undermine the feedback or reputation systems (such as displaying, importing or exporting feedback information or using it for purposes unrelated to the PoDLancer Website);
  8. transfer your PoDLancer account (including feedback) and Username to another party without our consent;
  9. distribute or post spam, unsolicited, or bulk electronic communications, chain letters, or pyramid schemes;
  10. distribute viruses or any other technologies that may harm PoDLancer, the Website, or the interests or property of PoDLancer users (including their Intellectual Property Rights, privacy and publicity rights) or is unlawful, threatening, abusive, defamatory, invasive of privacy, vulgar, obscene, profane or which may harass or cause distress or inconvenience to, or incite hatred of, any person;
  11. download and aggregate listings from our website for display with listings from other websites without our express written permission, "frame", "mirror" or otherwise incorporate any part of the Website into any other website without our prior written authorisation;
  12. attempt to modify, translate, adapt, edit, decompile, disassemble, or reverse engineer any software programmes used by us in connection with the PoDLancer Website;
  13. copy, modify or distribute rights or content from the PoDLancer Website or PoDLancer's copyrights and trademarks; or
  14. harvest or otherwise collect information about Users, including email addresses, without their consent.

6. INTELLECTUAL PROPERTY RIGHTS INFRINGEMENT

It is our policy to respond to clear notices of alleged intellectual property rights infringement. Our Copyright Infringement Policy is designed to make submitting notices of alleged infringement to us as straightforward as possible while reducing the number of notices that we receive that are fraudulent or difficult to understand or verify. If you believe that your Intellectual Property Rights have been violated, please notify us via this link on our Website and we will investigate.

7. FEES AND SERVICES

We charge fees for certain services, such as introduction fees for Projects, listing upgrades and memberships. When you use a service that has a fee, you have an opportunity to review and accept the fees that you will be charged based on our schedule of Fees and Charges, which we may change from time to time and will update you by placing on our Website. We may choose to temporarily change the fees for our services for promotional events (for example, discounts on memberships) or new services, and such changes are effective when we post the temporary promotional event or new service on the Websites.

A. Membership Fee. Freelancers can choose various membership plans to subscribe to different levels of participation on the Website, as detailed here.

B. Services Fees. PoDLancer.com deducts one or more of the following fees, as applicable, from payments made by Buyers to Sellers using the PoDLancer Billing and Payment Services:

  1. Project Fee PoDLancer.com charges all Freelancers a Project Fee. The fee is based on a Freelancer's membership type and is deducted from the total amount paid by a Buyer for a Project as described here
  2. Buyer Payment Processing Fee. If a Buyer pays a Seller with a credit card or PayPal account, a Payment Processing Fee will be charged to the Employer as described here.
  3. Seller Transfer Method Fee. If, upon a Seller’s request, funds are to be disbursed via check or a wire transfer, a Freelancer Transfer Method Fee will be charged to the Seller as described here. Transfers made through use of automated clearinghouse, Paypal and debit card methods will incur no such fee.
  4. Dispute Resolution Service Fee. For use of Dispute Resolution Services, irrespective of the nature of resolution and any resulting disbursements, PoDLancer.com charges a Dispute Resolution Service Fee, equal to the greater of twenty-five dollars ($25.00) and five percent (5%) of the total amount paid by a Buyer to PoDLancer.com for the applicable project to which such payment relates.

C. We reserve the right to change membership fees, service fees, processing fees or any other fee that may be charged by PoDLancer.com at any time, at the sole discretion of PoDLancer.com and upon reasonable notice posted in advance on the Website. No refunds of fees already paid will be given. If we exercise our right to cancel a membership as provided under this User Agreement, at any time, we will not refund the membership fee already paid.

Unless otherwise stated, all fees are quoted in Naira and its equivalent in United States Dollars.

8. BILLING AND PAYMENT SERVICES

A. PoDLancer Invoice Service. The PoDLancer Invoice Service enables Sellers to issue invoices and enables Buyers to make payments for services.

  1. General. When a Seller completes a Project for a Buyer, the Seller will complete the electronic invoice form (the “Invoice”) and submit it to PoDLancer.com via the Website. A Seller must complete and submit an Invoice to PoDLancer.com for each and every Project. The Seller will provide PoDLancer.com with a list of items, including, but not limited to, hours worked, payment required and description of Project(s), to be included on the Invoice (“Invoice Details”). Such Invoice Details will not be final until and unless such Seller has confirmed the accuracy of the Invoice Details or waived the right to review the Invoice Details. If a Professional waives his, her or its right to review the Invoice Details, all items in the Invoice Details will be included on the Invoice as received by PoDLancer.com. PODLANCER.COM ENCOURAGES ALL SELLERS TO REVIEW INVOICE DETAILS. PoDLancer.com will submit the Invoice to the Buyer and the Buyer shall submit the payment specified in the Invoice (“Payment”) to PoDLancer.com. When a Buyer makes a payment through the PoDLancer Invoice Service, PoDLancer.com deducts the appropriate Service Charges due PoDLancer.com as described on the Website and delivers the remainder of the Payment to the Seller.
  2. Invoice Disputes. If a Buyer reasonably disputes any Invoice, the Buyer will pay all undisputed amounts within the time frames specified above and the parties will cooperate to verify any disputed amounts. Any Invoice amounts reasonably disputed by a Buyer will not be payable to a Seller until such dispute is resolved. PoDLancer.com’s obligation to pay any Payment (less applicable Service Charge) is expressly conditioned upon: (a) PoDLancer.com’s receipt of Payment from the applicable Buyer and (b) resolution of all outstanding disputes with respect to such Invoice and/or Payment.

B. PayAssure Service. The PayAssure Service enables Buyers to transfer certain payment responsibilities to PoDLancer.com.

  1. General. At a Buyer’s request, upon payment to PoDLancer.com by Buyer for services to be rendered by a Seller, PoDLancer.com will assume responsibility for the payment for such Seller’s services (less applicable Service Charge). PoDLancer.com agrees not to pay Seller for services until after the occurrence of a Buyer’s Acceptance of Services. You acknowledge that such funds will belong to PoDLancer.com immediately upon such funds being transferred to PoDLancer.com by you. However, PoDLancer.com agrees to refund such funds to Buyer in the event that (y) a Seller acknowledges that services have not been completed or (z) Buyer and Seller have concluded the process comprising the Dispute Resolution Service with a result indicating that Buyer is the rightful recipient of such funds. PoDLancer.com agrees to keep both Buyer and Seller informed as to the status of the Assumed Payment Liability and if, for any reason, a party requests Dispute Resolution Service regarding such status, will notify both parties that the matter will be addressed through the Dispute Resolution Service.
  2. SafePay Disputes. If a Buyer or Seller reasonably disputes the quality or completion of services provided by such Seller, then both Buyer and Seller agree that PoDLancer.com shall have no payment obligations to any party related to relevant fees until such dispute is resolved in accordance with Section 6 below. PoDLancer.com’s obligation to pay any Payment (less applicable Service Charge) is expressly conditioned upon resolution of all outstanding disputes with respect to such Payment.

C. Funds Transfer.

  1. General. To receive funds due to you, you must request such funds and indicate your selection of the funds transfer methods available on the Website. Any such requests shall be subject to the conditions and restrictions contained on the Website and in this User Agreement. Notwithstanding any other provision of this User Agreement, if PoDLancer.com determines in its sole discretion that a Registered User has violated the conditions and restrictions of the Website or User Agreement, PoDLancer.com has the right to refuse to process such request.
  2. Hold on Transfers. PoDLancer.com reserves the right, at its sole discretion, to place a hold on requested transfers if PoDLancer.com suspects monies may be subject to charge back, bank reversal, failure to clear or fraud. PoDLancer.com will release a hold as soon as practical.

D. Legal Relationship.

  1. PoDLancer.com is not your agent with respect to any funds that have been transferred to PoDLancer.com for any Assumed Payment Liabilities.
  2. Each Seller must properly discharge and credit Buyers for all payments that PoDLancer.com makes to such Seller in respect of services provided to such Employers.
  3. PoDLancer.com acts as a payment provider by creating, hosting, maintaining, and providing the PoDLancer Billing and Payment Services to you via the Internet. PoDLancer.com does not have any control over the services invoiced or paid for with the PoDLancer Billing and Payment Services. Additionally, PoDLancer.com does not control whether an Buyer or Seller will actually complete the underlying transaction. PoDLancer.com is not responsible in any way for the timeliness or accuracy of the invoices or the timeliness, accuracy, completion or workmanship of any work product produced by a Seller as a result of an awarded Project. Nothing in this User Agreement will be deemed to constitute PoDLancer.com as your agent with respect to any service purchased and sold by Registered Users through the Website, or expand or modify any warranty, liability or indemnity stated in this User Agreement.
  4. By using the PoDLancer Billing and Payment Services, you expressly acknowledge that (a) PoDLancer.com is not acting as a trustee or a fiduciary of Buyers or Sellers and that the PoDLancer Billing and Payment Services are provided to Registered Users administratively; (b) PoDLancer.com is not a “financial institution” and the PoDLancer Billing and Payment Services are payment services rather than a banking services; (c) PODLANCER.COM IS NOT A BANK AND ANY PAYMENTS TRANSFERRED THROUGH PODLANCER.COM ARE NOT INSURED DEPOSITS AND ARE SUBJECT TO DEFAULT, LOSS OR FORFEITURE.

E. Miscellaneous Payment Terms.

  1. Authorized Payments are Final. Your use of the PoDLancer Billing and Payment Services constitutes your agreement to pay for any amounts which you authorize us to retain from transactions and, as appropriate, charge to your credit card, bank account, or PayPal account. Such payments, once authorized, are final. When a Buyer’s Acceptance of Services has occurred, (i) PoDLancer.com shall have no further liability to any party with respect to Payment for such services, (ii) Buyer acknowledges that PoDLancer.com has provided a complete service in respect of the payment made by Buyer for the Assumed Payment Liability or Invoice, as applicable and (iii) Buyer hereby releases PoDLancer.com from any and all liability with respect to such Payment.
  2. Fraudulent Transactions; Erroneous or Duplicate Transactions; Charge Backs. PoDLancer.com reserves the right to seek reimbursement from you, and you will reimburse PoDLancer.com, if PoDLancer.com discovers a fraudulent transaction, erroneous or duplicate transaction, or if PoDLancer.com receives a charge back or reversal from any Buyer’s credit card company, bank, or PayPal for any reason. You agree to and acknowledge PoDLancer.com’s right to investigate any and all transactions for fraud. Further, you agree to cooperate with any reasonable requests made by PoDLancer.com in an effort to investigate fraud. You agree that PoDLancer.com has the right to obtain such reimbursement by charging your Account, deducting amounts from future transfers, charging your credit card or any bank account associated with your Account, or obtaining reimbursement from you by any other lawful means, including using a third party collection agency. Failure to pay for reimbursements of a charge back or a reversal of payment is cause for termination of your Account.
  3. Currency. The PoDLancer Billing and Payment Services operate in Nigerian Naira and US Dollars and therefore PoDLancer.com is not responsible for currency fluctuations that occur when billing or crediting a credit or debit card denominated in a currency other than Naira or US Dollars, nor is PoDLancer.com responsible for currency fluctuations that occur when receiving or sending payment via wire transfer, check or automated clearinghouse to and from your bank account, credit card account or PayPal account.
  4. Exclusivity and Non-Circumvention. Buyers agree to use the PoDLancer Billing and Payment Services to make all payments to Sellers, whether first-time, repeat, or follow-on. You also agree not to take any action directly or indirectly to circumvent the PoDLancer Billing and Payment Services or any associated fees. As a Seller, you agree to use PoDLancer Billing and Payment Services to receive all payments from Buyers identified through the Website, whether first-time, repeat, or follow-on. Additionally, you agree not to circumvent the PoDLancer Billing and Payment Services or any associated fees.
  5. Notification. As a Buyer, you agree to notify PoDLancer.com immediately if your Seller solicits payment from you outside the Website. As a Seller, you agree to notify PoDLancer.com immediately if your Buyer seeks to pay you outside the Website. If you are aware of a breach of the foregoing prohibitions, or any potential circumvention of the PoDLancer Billing and Payment Services, please submit a confidential report to PoDLancer.com by phone at 0700PODLANCER or contact us.
  6. Agreement to Pay. If, for any reason, PoDLancer.com does not receive payment for any amounts that you have authorized to be paid through your use of the PoDLancer Billing and Payment Services, you agree to pay such amount immediately upon demand by PoDLancer.com. You also agree to pay any interest charges, attorneys’ fees and other costs of collection incurred by PoDLancer.com in collecting from you the authorized but unpaid amount. In such case, PoDLancer.com may, at its option, stop processing any further payments made by you and apply any amounts then held by PoDLancer.com on your behalf toward any deficiencies, losses or costs that we have incurred as a result of your use of the PoDLancer Billing and Payment Services. We may also make appropriate reports to credit reporting agencies, financial institutions, tax agencies and law enforcement authorities, and cooperate with them in any resulting investigation or prosecution.

9. DISPUTE SERVICESS

A. Eligibility. PoDLancer.com offers the Dispute Resolution Service to those Registered Users that have requested PoDLancer.com to assume all or a portion of the payment liability for services and who are engaged in a dispute over a Project that is (i) pursuant to a project posting by an Buyer through the Website, (ii) pursuant to a bid for by a Seller through the Website for such job posting and (iii) pursuant to an acceptance through the Website by the Buyer for such bid. Buyer and Seller agree and acknowledge that, with respect to Assumed Payment Liabilities, any and all disputes relating to the underlying fees shall be governed by the terms of this Section 6.

B. Process.

  1. Negotiation. In any dispute between Registered Users relating to a Project that is eligible for Dispute Resolution Service, you agree to negotiate such dispute in good faith. If the result of such negotiation is acceptable to both parties in a dispute, you agree to indicate your approval of such negotiation through the Website and PoDLancer.com will disburse funds in accordance with the results of such negotiation. If you are dissatisfied with the progress, you agree to submit your dispute to binding arbitration as further set forth below.
  2. Arbitration. In any dispute between an Buyer and a Seller which cannot be resolved through negotiation, you expressly agree to and acknowledge that PoDLancer.com or a third party chosen by PoDLancer.com will arbitrate the dispute in accordance with this User Agreement and the Website.

    (a) You acknowledge and agree that PoDLancer.com will construe any Project Agreement based on the transaction’s course of dealing and common industry practices. Specifically, in rendering its decision, the arbitrator shall only be obligated to consider the following: (i) the Project Agreement, (ii) the parties’ course of dealings, as evidenced by activity on or communications through the Website, (iii) the Project itself and (iv) any information or communication that the Buyer and the Seller agree should be considered.(b) PoDLancer.com shall render its decision within five (5) business days of escalation. During this time, you are encouraged to continue to negotiate an amicable settlement with the Seller with which you are engaged in a dispute.(c) You agree that the decision of PoDLancer.com, acting as an arbitrator, shall be final, binding, and not subject to appeal. Accordingly, within a reasonable time after we have rendered a decision, we will transfer funds in accordance with the arbitrator’s decision.(d) In the event that you are the prevailing party in its arbitration decision, you agree that you shall have no right, title to, interest in or license to the Project that is the subject matter of the dispute. In such case, you agree to return any physical copies of such Project in your possession and destroy any electronic copies that you have.

C. Communication. You agree and acknowledge that (1) PoDLancer.com will use the e-mail address corresponding with your Account registered at the time a dispute arises to notify and communicate with you with regard to any dispute and (2) you are solely responsible for the receipt of any notification or communication sent by PoDLancer.com using the e-mail address corresponding with your Account registered at the time a dispute arises.

D. Acknowledgements. You agree and acknowledge that (1) PoDLancer.com is not providing legal services to you, (2) PoDLancer.com will not advise you regarding any legal matters and (3) if you desire to have legal counsel, you will seek independent legal counsel licensed to practice law in your jurisdiction and not rely on PoDLancer.com for any such counsel. You agree to indemnify and hold harmless PoDLancer.com and any of our affiliates against any damages or liability you may suffer as a result of using the Dispute Resolution Service. If you do not agree to use this Dispute Resolution Service under these terms, you should not request PoDLancer.com to assume the Assumed Payment Liabilities.

10. TERM; TERMINATION AND SUSPENSION

A. This User Agreement shall become effective as your contractual agreement upon your use of the Website, and shall continue until your Account is terminated by you or PoDLancer.com as provided for under the terms of this section.

B. Unless otherwise agreed to in writing between the parties, either party may terminate the contractual agreement represented by this User Agreement at any time upon notice to the other party. In such event, your Account is automatically terminated and (1) PoDLancer.com shall continue to perform those services necessary to complete any open transaction between you and another Registered User; and (2) you shall continue to be obligated to pay any amounts accrued but unpaid as of the date of termination to PoDLancer.com for any service and to any Freelancer for any services.

C. Any termination of an Account will automatically lead to the termination of all related profiles.

D. Without limiting our other remedies, we may issue a warning, or temporarily suspend, indefinitely suspend or terminate your Account or a Project, and refuse to provide any or all services to you if: (1) you breach the letter or spirit of any terms and conditions of this User Agreement or the linked policies and information incorporated herein by reference, including our written policies and procedures posted on the Website; (2) we are unable to verify or authenticate any information you provide to us; or (3) we believe in our sole discretion that your actions may cause legal liability for you, our Registered Users or for PoDLancer.com or are contrary to the interests of the Website. Once indefinitely suspended or terminated, you must not continue to use the Website under the same Account, a different Account, or register under a new Account.

E. In addition, violations of this User Agreement may be prosecuted to the fullest extent of the law and may result in additional penalties and sanctions.

F. Without limiting our other remedies, to the extent you engage in actions or activities which circumvent the PoDLancer Billing and Payment Services or otherwise reduce fees owed PoDLancer.com under this User Agreement, you must pay PoDLancer.com for all fees owed to PoDLancer.com and reimburse PoDLancer.com for all losses and costs and reasonable expenses (including attorney fees) related to investigating such breach and collecting such fees.

G. When your Account is terminated for any reason, you may no longer have access to data, messages, files and other material you keep on the Website. The material may be deleted along with all your previous posts and proposals.

11. PRIVACY AND CONFIDENTIALITY

Your use of the Website and the services provided therein and thereby is governed by the terms of this User Agreement and the PoDLancer.com Privacy Policy. It is your responsibility to review the PoDLancer.com Privacy Policy, which is incorporated by reference, and we suggest that you review the Privacy Policy and print a copy for yourself. The Privacy Policy is posted on the Website and may be updated from time to time. Unfortunately, we cannot ensure that disclosure of your personal information will not occur in ways not described in the Privacy Policy. We may be required by law to disclose information to government authorities, law enforcement agencies or third parties upon subpoena, and you authorize us to disclose information as we believe, in our sole discretion, is necessary or appropriate.