Date Last Modified: 04/22/2021
Table of Contents
- The Azzida Platform, Registered Users, and Service Agreements
- Representations and Warranties
- Prohibited Uses
- Disclaimer of Warranties
- Limitation of Liability
- Payment and Fees
- Fraud Prevention
- Dispute Resolution
- Identity Verification and Disclosure Regarding Background Investigation Policy
- Account Termination, Suspension, Penalties for Breach, Remedies
- Monitoring and Enforcement; Termination
- Intellectual Property Rights
- User Contributions
- Content Standards
- Linking to the Azzida Platform and Social Media Features
- Links from the Azzida Platform
- Communications with Other Users
- DMCA Notice
- Reliance on Information Posted
- Agreement to Arbitrate
- Geographic Restrictions
- Governing Law and Jurisdiction
- Limitation on Time to File Claims
- Entire Agreement
- California Residents
- Your Comments and Concerns
1.4 Only individuals aged eighteen (18) or older and residing in the United States are permitted to access and use the Azzida Platform. By accessing and using the Azzida Platform, you represent and warrant that you are of legal age to form a binding contract with Azzida and meet all of the foregoing eligibility requirements. If you do not meet all of these requirements, you must not access or use the Azzida Platform.
3. The Azzida Platform, Registered Users, and Service Agreements
3.1 The Azzida Platform provides an innovative online marketplace for odd jobs (for example: non-recurring, domestic, tutoring, event hosting assistance, grocery shopping, pet care, lawn and garden, or manual day labor, etc.) by facilitating web-based communication between individuals with an odd job to offer and individuals in search of an odd job.
3.2 You may access and use the Azzida Platform either by accessing and using the information and content publicly available to unregistered guests or by registering with Azzida and creating an account on the Azzida Platform (collectively, “Users”).
3.3 Users may use the Azzida Platform to post ethical, legally permissible, job offerings (“Post(s)” or “Posted Job(s)”), and Users may respond to such Posts with an offer to perform the Posted Job in an ethical, satisfactory, legally permissible, and timely manner.
3.4 Users that Post job offerings are referred to herein as “Posters,” and Users that respond to such Posts are referred to herein as “Performers.” Users profiles are not categorized as either Poster or Performer, and the same User may qualify as a Poster in one instance and a Performer in another. A User’s profile may describe the type of work the User is (i) willing and able to perform in an ethical and timely manner, (ii) capable of satisfactorily performing, and (iii) legally capable of providing (“Work Profile”).
3.5 To access the Azzida Platform as a Poster or Performer, Users must register with Azzida by creating an account on the Azzida Platform (“Account”). Users input certain personal and financial information into their Accounts in order to facilitate secure payment between Users for the performance of Posted Jobs (see Fees and Charges).
3.6 Users directly negotiate with each other regarding the specific requirements related to any Posted Job, including the timing and manner of performance and the payment to be remitted. When a Poster and a Performer agree on the terms of performance and payment for a particular Posted Job, the Poster and Performer agree to the negotiated terms and enter into a legally binding agreement (“Service Agreement”). Payments pursuant to such Service Agreements are made directly from the Poster to the Performer via one or more payment services providers (“PSP”) available through the Azzida Platform.
3.7 AZZIDA IS NOT A PARTY TO ANY SERVICE AGREEMENT AND IS NOT BOUND BY THE TERMS OF ANY SERVICE AGREEMENT. AZZIDA DOES NOT OVERSEE, GUARANTEE, OR OTHERWISE ENSURE THAT USERS WILL ABIDE BY OBLIGATIONS TO PERFORM OR PROVIDE PAYMENT PURSUANT TO ANY SERVICE AGREEMENT.
4. Representations and Warranties
4.1 You represent and warrant that you are eighteen (18) years or older, reside in the United States, and are otherwise capable of entering into binding contracts. You further represent and warrant that you have read and understood this Agreement (including documents incorporated by reference) and agree to be bound by the same.
4.2 You represent and warrant that any and all information you provide to Azzida will be true, accurate, and current at the time it is provided.
4.3 You represent and warrant that you will not provide false information to Azzida or disseminate false information on the Azzida Platform.
4.4 You represent and warrant that, when accessing or using the Azzida Platform, you will not impersonate another individual or use a name that you are not legally authorized to use.
4.5 You represent and warrant that you will not post misleading, deceptive, defamatory, or offensive content on the Azzida Platform.
4.6 You agree and acknowledge that the amount a Performer will be paid for a Posted Job cannot be changed by a Poster after the Performer has agreed to perform the Posted Job without the consent of all parties and notification through the Azzida platform.
4.7 You agree to click the “Complete” button or file a “Dispute” on the Azzida Platform as soon as practicable upon notice of completion of a Posted Job, and you acknowledge and agree that failure to do so in a timely manner may constitute a breach of this Agreement.
4.8 You acknowledge and agree that a Poster is prohibited from Posting a job that requires a Performer to (i) travel into different countries during the performance of a job, (ii) provide ridesharing or other peer-to-peer transportation services, or (iii) otherwise engage in activity that is unlawful, dangerous, harmful, or inappropriate as determined by Azzida at its sole discretion.
4.9 You acknowledge and agree that Service Agreements constitute pay for performance contracts. You further acknowledge and agree that if a Poster reasonably rejects the work provided by a Performer, the Performer will not receive the fee for the applicable job(s). In the event of such non-payment where you are the Performer, you agree to and forever waive, release, and forego any and all claims against Azzida regarding such non-payment.
4.10 You acknowledge and agree that all Users access the Azzida Platform as independent contractors and that nothing in this Agreement is intended or should be construed to create an employer-employee relationship, partnership, joint venture, employment or any type of agency relationship between Azzida and you or any other User. Azzida does not post jobs, perform jobs, or otherwise employ Users.
4.11 You acknowledge and agree that Azzida is not responsible for and will not be liable for workers’ compensation or any tax payments or withholding, including but not limited to applicable sales taxes, unemployment or employment insurance, social security, disability insurance or any other applicable federal or state withholdings in connection with any User’s use of the Services. You further acknowledge and agree that Users assume all liability for proper classification of work performed based on applicable legal guidelines.
4.12 You acknowledge and agree that Azzida is not required to review, approve, recommend, or verify the identity, authenticity, credentials, licenses, or capabilities of any User.
4.13 You acknowledge and agree that Azzida provides only a web-based communication platform that enables Users to communicate and negotiate directly, and Azzida has no obligation to ensure that Users abide by the obligations of any Service Agreement.
4.14 You acknowledge and agree that Azzida is not a party to any dispute that arises between Users, and Azzida has no obligation to resolve such disputes even as Azzida does offer an optional dispute resolution mechanism to assist with the resolution of issues (discussed in Dispute Resolution Section below).
4.17 If you choose, or are provided with, a user name, password, or any other piece of information as part of our security procedures, you agree to treat such information as confidential and avoid disclosure to any other person or entity. You also agree that your Account is personal to you and agree not to provide any other person with access to the Azzida Platform or portions of it using your user name, password, or other security information. You agree to notify us immediately of any unauthorized access to or use of your user name or password or any other breach of security. You also agree to ensure that you exit from your account at the end of each session. You agree to use particular caution when accessing your account from a public or shared computer so that others are not able to view or record your password or other personal information.
4.18 You acknowledge and agree that Azzida is not responsible for the job performance or any communications of Users, nor does Azzida have control over the quality, timing, legality, failure to provide, or any other aspect whatsoever of Users, Posted Jobs, Posters, or Performers, nor of the integrity, responsibility, competence, qualifications, or any of the actions or omissions whatsoever of any Users, or of any ratings or reviews provided by Users with respect to each other.
4.19 You acknowledge and agree that Posters are solely responsible for confirming a Performer is qualified to perform a Posted Job. You further acknowledge and agree that Azzida is not liable for any acts or omissions of Users, nor does Azzida provide insurance against any losses sustained by Users.
4.20 You acknowledge and agree that Azzida reserves the right to withdraw or amend the Azzida Platform, and any information, content, or material provided on the Azzida Platform, at Azzida’s sole discretion and without notice. You acknowledge and agree that Azzida will not be liable if for any reason all or any part of the Azzida Platform is unavailable at any time or for any period. You acknowledge and agree that from time to time, Azzida may restrict access to some parts of the Azzida Platform, or the entire Azzida Platform, to Users, including registered Users.
4.21 You acknowledge and agree that Azzida has the right to disable any username, password, or other identifier, whether chosen by you or provided by us, at any time at our sole discretion for any or no reason, including if, in our opinion, you have violated any provision of this Agreement.
4.22 You acknowledge and agree that Azzida will not confirm that each User is who they claim to be, and Azzida does not assume any responsibility for the accuracy or reliability of any Identity Verification or Background Check information, if provided. You agree that, when interacting with other Users, you will exercise caution and common sense to protect your personal safety, data, and property. You acknowledge and agree that Azzida will not be liable for any false or misleading statements made by Users on the Azzida Platform.
4.23 You acknowledge and agree that Azzida will maintain certain data that you transmit on the Azzida Platform. You further acknowledge and agree that you are solely responsible for all data that you transmit or that relates to any activity you have undertaken using the Azzida Platform. You agree that we shall have no liability to you for any loss or corruption of any such data, and you waive any right of action against us arising from any such loss or corruption of such data.
4.24 You acknowledge and agree that Azzida cannot and does not guarantee or warrant that files available for downloading from the internet or the Azzida Platform will be free of viruses or other destructive code. You agree that you are solely responsible for implementing sufficient procedures and checkpoints to satisfy your particular requirements for anti-virus protection and accuracy of data input and output, and for maintaining a means external to our site for any reconstruction of any lost data.
5. Prohibited Uses
5.1 You agree to use the Azzida Platform only for lawful purposes and only in accordance with the terms of this Agreement.
5.2 You agree not to use the Azzida Platform:
(a) In any way that violates any applicable federal, state, local, or international law or regulation (including, without limitation, any laws regarding the export of data or software to and from the U.S.A. or other countries).
(b) For the purpose of exploiting, harming, or attempting to exploit or harm minors in any way by exposing them to inappropriate content, asking for personally identifiable information, or otherwise.
(d) To transmit, or procure the sending of, any advertising or promotional material, including any “junk mail,” “chain letter,” “spam,” or any other similar solicitation.
(e) To impersonate or attempt to impersonate Azzida, an Azzida employee, another User, or any other person or entity (including, without limitation, by using email addresses or screen names associated with any of the foregoing).
(f) To engage in any other conduct that restricts or inhibits anyone’s use or enjoyment of the Azzida Platform, or which, as determined by us, may harm Azzida or Users of the Azzida Platform, or expose them to liability.
5.3 Additionally, you agree not to:
(a) Use the Azzida Platform in any manner that could disable, overburden, damage, or impair the site or interfere with any other party’s use of the Azzida Platform, including their ability to engage in real time activities through the Azzida Platform.
(b) Use any robot, spider, or other automatic device, process, or means to access the Azzida Platform for any purpose, including monitoring or copying any of the material on the Azzida Platform.
(d) Use any device, software, or routine that interferes with the proper working of the Azzida Platform.
(e) Introduce any viruses, Trojan horses, worms, logic bombs, or other material that is malicious or technologically harmful.
(f) Attempt to gain unauthorized access to, interfere with, damage, or disrupt any parts of the Azzida Platform, the server on which the Azzida Platform is stored, or any server, computer, or database connected to the Azzida Platform.
(g) Attack the Azzida Platform via a denial-of-service attack or a distributed denial-of-service attack. (h) Otherwise attempt to interfere with the proper working of the Azzida Platform.
6. Disclaimer of Warranties
6.1 YOUR USE OF THE AZZIDA PLATFORM, ITS CONTENT, AND ANY SERVICES OR ITEMS OBTAINED THROUGH THE AZZIDA PLATFORM IS AT YOUR OWN RISK.
6.2 THE AZZIDA PLATFORM, ITS CONTENT, AND ANY SERVICES OR ITEMS OBTAINED THROUGH THE AZZIDA PLATFORM ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS, WITHOUT ANY WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED. NEITHER THE COMPANY NOR ANY PERSON ASSOCIATED WITH THE COMPANY MAKES ANY WARRANTY OR REPRESENTATION WITH RESPECT TO THE COMPLETENESS, SECURITY, RELIABILITY, QUALITY, ACCURACY, OR AVAILABILITY OF THE AZZIDA PLATFORM. WITHOUT LIMITING THE FOREGOING, NEITHER THE COMPANY NOR ANYONE ASSOCIATED WITH THE COMPANY REPRESENTS OR WARRANTS THAT THE AZZIDA PLATFORM, ITS CONTENT, OR ANY SERVICES OR ITEMS OBTAINED THROUGH THE AZZIDA PLATFORM WILL BE ACCURATE, RELIABLE, ERROR-FREE, OR UNINTERRUPTED, THAT DEFECTS WILL BE CORRECTED, THAT THE AZZIDA PLATFORM OR THE SERVER THAT MAKES IT AVAILABLE ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS, OR THAT THE AZZIDA PLATFORM OR ANY SERVICES OR ITEMS OBTAINED THROUGH THE AZZIDA PLATFORM WILL OTHERWISE MEET YOUR NEEDS OR EXPECTATIONS.
6.3 TO THE FULLEST EXTENT PROVIDED BY LAW, THE COMPANY HEREBY DISCLAIMS ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, STATUTORY, OR OTHERWISE, INCLUDING BUT NOT LIMITED TO ANY WARRANTIES OF MERCHANTABILITY, NON-INFRINGEMENT, AND FITNESS FOR PARTICULAR PURPOSE.
6.4 TO THE FULLEST EXTENT PROVIDED BY LAW, WE WILL NOT BE LIABLE FOR ANY LOSS OR DAMAGE CAUSED BY A DISTRIBUTED DENIAL-OF-SERVICE ATTACK, VIRUSES, OR OTHER TECHNOLOGICALLY HARMFUL MATERIAL THAT MAY INFECT YOUR COMPUTER EQUIPMENT, COMPUTER PROGRAMS, DATA, OR OTHER PROPRIETARY MATERIAL DUE TO YOUR USE OF THE AZZIDA PLATFORM OR ANY SERVICES OR ITEMS OBTAINED THROUGH THE AZZIDA PLATFORM OR TO YOUR DOWNLOADING OF ANY MATERIAL POSTED ON IT, OR ON ANY WEBSITE LINKED TO IT.
6.5 THE FOREGOING DOES NOT AFFECT ANY WARRANTIES THAT CANNOT BE EXCLUDED OR LIMITED UNDER APPLICABLE LAW.
7. Limitation of Liability
7.1 BECAUSE AZZIDA ACTS STRICTLY AS A LIAISON BETWEEN USERS, YOU HEREBY RELEASE AZZIDA AND ITS AFFILIATES OR LICENSORS, INCLUDING THEIR RESPECTIVE DIRECTORS, OFFICERS, SHAREHOLDERS, AGENTS, INVESTORS, SUBSIDIARIES, ATTORNEYS, REPRESENTATIVES, INSURERS, EMPLOYEES, SUCCESSORS AND ASSIGNS (COLLECTIVELY REFERRED TO AS “AFFILIATES”) FROM ANY AND ALL CLAIMS, DEMANDS, AND DAMAGES (ACTUAL, CONSEQUENTIAL, AND OTHERWISE) OF EVERY KIND AND NATURE, KNOWN AND UNKNOWN, SUSPECTED AND UNSUSPECTED, DISCLOSED AND UNDISCLOSED, ARISING OUT OF OR IN ANY WAY CONNECTED WITH ANY DISPUTE BETWEEN ONE OR MORE PERFORMERS, POSTERS, OR OTHER USERS IN ANY WAY CONNECTED WITH THE AZZIDA PLATFORM.
7.2 TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL AZZIDA, OR ITS AFFILIATES, BE LIABLE FOR ANY INDIRECT, PUNITIVE, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR EXEMPLARY DAMAGES, INCLUDING WITHOUT LIMITATION DAMAGES FOR LOSS OF PROFITS, GOODWILL, USE, DATA OR OTHER INTANGIBLE LOSSES, ARISING OUT OF OR RELATING TO THE USE OF, OR INABILITY TO USE, THIS SERVICE. UNDER NO CIRCUMSTANCES WILL AZZIDA BE RESPONSIBLE FOR ANY DAMAGE, LOSS, OR INJURY RESULTING FROM HACKING, TAMPERING, OR OTHER UNAUTHORIZED ACCESS OR USE OF THE SERVICE OR YOUR ACCOUNT OR THE INFORMATION CONTAINED THEREIN. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, AZZIDA ASSUMES NO LIABILITY OR RESPONSIBILITY FOR ANY (I) ERRORS, MISTAKES, OR INACCURACIES OF JOB POSTINGS, JOB SERVICES, OR CONTENT; (II) PERSONAL INJURY OR PROPERTY DAMAGE, OF ANY NATURE WHATSOEVER, RESULTING FROM YOUR ACCESS TO OR USE OF OUR SERVICE; (III) ANY UNAUTHORIZED ACCESS TO OR USE OF OUR SECURE SERVERS AND/OR ANY AND ALL PERSONAL INFORMATION STORED THEREIN; (IV) ANY INTERRUPTION OR CESSATION OF TRANSMISSION TO OR FROM THE SERVICE; (V) ANY BUGS, VIRUSES, TROJAN HORSES, OR THE LIKE THAT MAY BE TRANSMITTED TO OR THROUGH OUR SERVICE BY ANY THIRD PARTY; (VI) ANY ERRORS OR OMISSIONS IN ANY REQUESTS OR CONTENT OR FOR ANY LOSS OR DAMAGE INCURRED AS A RESULT OF THE USE OF ANY CONTENT POSTED, EMAILED, TRANSMITTED, OR OTHERWISE MADE AVAILABLE THROUGH THE SERVICE; (VII) THE DEFAMATORY, OFFENSIVE, OR ILLEGAL CONDUCT OF ANY THIRD PARTY; AND/OR (VIII) ANY TRANSACTION OR RELATIONSHIP BETWEEN YOU AND ANY THIRD PARTY PROVIDER. IN NO EVENT SHALL AZZIDA, ITS AFFILIATES, AGENTS, DIRECTORS, EMPLOYEES, SUPPLIERS, OR LICENSORS BE LIABLE TO YOU FOR ANY CLAIMS, PROCEEDINGS, LIABILITIES, OBLIGATIONS, DAMAGES, LOSSES OR COSTS IN AN AMOUNT EXCEEDING THE AMOUNT YOU PAID TO AZZIDA HEREUNDER OR $100.00, WHICHEVER IS GREATER. THIS LIMITATION OF LIABILITY SECTION APPLIES WHETHER THE ALLEGED LIABILITY IS BASED ON CONTRACT, TORT, NEGLIGENCE, STRICT LIABILITY, OR ANY OTHER BASIS, EVEN IF AZZIDA HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGE.
7.3 THE FOREGOING DOES NOT AFFECT ANY LIABILITY THAT CANNOT BE EXCLUDED OR LIMITED UNDER APPLICABLE LAW.
8.2 Notwithstanding the foregoing, we reserve the right, at your expense, to assume the exclusive defense and control of any matter for which you are required to indemnify us, and you agree to cooperate, at your expense, with our defense of such claims. We will use reasonable efforts to notify you of any such claim, action, or proceeding which is subject to this indemnification upon becoming aware of it.
9. Payment and Fees
9.1 Users contract directly with other Users regarding performance and payment for the completion of Posted Jobs. Posters pay Performers for Posted Jobs via an independent PSP. Azzida is not obligated to compensate Performer for Poster’s failure to pay for services, nor is Azzida obligated to Poster for Performer’s deliverance of services.
9.2 Posters will be responsible for paying the fees associated with the Posted Job (“Posting Fees”) which will include (i) payment for the Post listed by the Poster and agreed upon by the parties (“Job Payment”), (ii) any out of pocket expenses agreed upon by the parties and submitted by the Performer in connection with the Posted Job, (iii) any service charge(s) (“Service Charge”) Azzida assesses to the Poster as payment for the use of the Azzida Platform (charges Azzida assesses to the Poster to offset Azzida’s cost of providing Users with customer support and other resources), (vi) transaction fees (“Transaction Fees”) incurred for using a Credit Card, Paypal, or other PSP, and (vi) Cancellation Fees or (vii) Dispute Resolution Fees where applicable. For information on fees and charges, see Azzida Fees and Charges available at http://www.azzida.com/fees.
9.3 Posters and Performers are responsible for setting and accepting the Job Payment amounts for Posted Jobs. In addition, a tip or gratuity, as applicable, may be added by the Poster or at the Poster’s direction to Posting Fees and all such additional tips or gratuities shall go directly to the Performer. The Posting Fees must be paid by the Poster through the PSP at the time of Job Poster’s selection of a Job Performer applicant and prior to any work to be performed. Users may be charged a cancellation fee through the PSP if you book or accept a Posted Job, but cancel it before (or fail to appear upon) the scheduled time for performance.
9.4 Users will be required to provide their payment method details to Azzida and the PSP prior to Posted Job acceptance. As a Performer, any and all payments through or in connection with your performance of Posted Jobs are provided to you through the PSP. Payments earned by Performers are to be withdrawn through the PSP.
9.5 In order to receive payment, Performers are responsible for accurately notifying Poster and Azzida through the Azzida Platform within 24 hours of the work being completed. When Poster receives confirmation through the Platform that a Job Performer has notified Azzida that a Job has been completed, Poster agrees to acknowledge Job completion, or Dispute Job completion as the case may be, within 24 hours of such notification from Performer and automatically authorizes Azzida and the PSP to process the Payments(s) if that time period expires without acknowledgement of Job completion or Dispute. Performers will be responsible for paying (i) Introduction Fee(s), (ii) any Additional Fees for Performers, (iii) any Cancellation Fees, if applicable, (iv) repayment of erroneous payments, and (v) Dispute Resolution Fees, if applicable and authorizes Azzida and the PSP to automatically deduct such fees from the Job Payment amount. For information on fees and charges, see Azzida Fees and Charges.
9.6 Azzida does not refund Fees or Charges. Azzida assesses fees for introducing Users, but the successful performance of the Posted Job still lies only between the Poster and the Performer. Azzida is not responsible for disputes arising from any payments made or not made through the PSP (see Dispute Resolution Section below).
9.7 In order to list Posted Jobs or receive payment for work completed through the Azzida Platform, Users will be required to set up an account with the PSP, which may require any or all of the following: registration with the PSP, agreement with the terms of service of the PSP (the “PSP Services Agreement”), and completion of a vetting process, including identity verification and/or account validation at the request of the PSP. By accepting these Terms of Service, each User agrees that they have downloaded or printed, and reviewed and agreed to, the PSP Services Agreement. Please note that Azzida is not a party to the PSP Services Agreement and that you, the PSP, and any other parties listed in the PSP Services Agreement are the only parties to the PSP Services Agreement and that Azzida has no obligations, responsibility, or liability to any User or other party under any PSP Services Agreement.
9.8 To help prevent fraud and safeguard User information from the risk of unauthorized access, Azzida and/or the PSP may validate an account before activation and prior to Posting or Work Profile display. As part of the validation process, temporary charges may be placed on the account associated with the User and then refunded within 1-3 business days. Due to the difference in PSP and credit card issuer requirements, this temporary charge may vary depending on the estimated value of any Posted Job and expenses.
9.9 Azzida reserves the right (but not the obligation) upon request from Poster or Performer, or upon notice of any potential fraud, unauthorized charges or other misuse of the Azzida Platform, to (i) place on hold any Job Payment, out of pocket expenses, and/or tip or gratuity (if applicable) or (ii) refund or provide credits, or arrange for the PSP to do so.
9.10 Users of the Azzida Platform will be liable for any taxes, licensing, or other fees required to be paid on the Posted Jobs. Interest will not be paid on Job Posting Fees or any amounts held in Payment Accounts.
9.11 We charge fees for certain services, such as Posting Fees, Services Fees, Transaction Fees, Introduction Fees for Jobs, and optional Posting or Work Profile upgrade fees. When you use a service that has a fee, you will 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 by placing on our Website (http://www.azzida.com/fees). We may choose to temporarily change the fees for our services for promotional events or new services, and such changes are effective when we post a temporary promotional event or new service on the Azzida Platform, or as notified through promotional correspondence. Unless otherwise stated, all fees are quoted in United States Dollars.
10.1 You may have positive funds in your Account if you have prepaid for fees or charges or for services to be provided to you via the Azzida Platform. If you are a Performer, you may have positive funds if you have successfully completed a Posted Job and funds have been released to you. There are also circumstances where funds may have been credited to your Account in relation to an affiliate program or a referral program.
10.2 Funds in your Account are held by us in our operating accounts held with financial institutions. Funds in your Account are not held separately by us, and may be commingled with our general operating funds, and/or funds of other Users’ Accounts.
10.3 You are not entitled to any interest or other earnings for funds that are in your Account.
10.4 We may receive interest on funds held by us in our operating accounts from financial institutions with whom we hold our operating accounts. Any such interest earned belongs to us and we will not be liable to any User for any imputed interest on such funds.
10.5 If your Account has negative funds, we may: (a) offset the negative amount with funds that you subsequently receive into your Account; (b) if you have funds in multiple currencies in your Account and one of the currencies becomes negative for any reason, we may offset the negative amount against funds you maintain in a different currency (at an exchange rate applied by us); (c) reverse payments you have made from your Account to other User Accounts on the Azzida Platform; (d) deduct amounts you owe us from money you subsequently add or receive into your Account; or (e) immediately suspend or limit your Account until such time as your Account no longer has a negative amount.
10.6 In the event that we offset a negative amount of funds pursuant to this section, it may be bundled with another debit coming out of your Account.
10.7 We reserve the right to collect any funds owed to us by any other legal means.
10.8 You acknowledge and agree that: (a) we are not a bank or other licensed financial institution and do not provide banking services or any financial services to you; (b) the funds shown in your Account (which may include Job Payments, Service Fees and/or any fees and charges which you owe to us) represents our unsecured obligations to you with respect to your rights to direct us to make payment in relation to the payment and performance of Posted Jobs through the Azzida Platform; (c) to the extent that we are required to release funds from your Account to you, you will become our unsecured creditor until such funds are paid to you; (d) we are not acting as a trustee or fiduciary with respect to such funds or payments; (e) the amount of funds showing in your Account is not insured and is not a guaranteed deposit; (f) funds may only be loaded into your Account, or released from your Account, by us and you must only use the mechanisms available on the Azzida Platform to pay for, or receive funds in respect of Posted Jobs; (g) any refunds required to be processed in your favor will be returned only to the source of the original deposit, and cannot be redirected to any other payment source; (h) we will hold funds in respect of the amount of your Account (including Job Payments) in an account held by us with a financial institution (or in any manner that we decide in our sole discretion from time to time) and such funds are not segregated into a separate account; (i) we may commingle your funds with funds of other Users and our own funds and such commingled funds could be used to pay other Users or for our general corporate purposes or otherwise, however, we will remain obliged to release or refund funds at your direction in accordance with this Agreement; and (j) we may place a minimum limit on the amount of funds in your account for withdrawal.
11. Fraud Prevention
11.1 We reserve the right to suspend a User withdrawal request if the source of the funds is suspected to be fraudulent.
11.2 If we become aware that any funds received into an Account from another Account as a result of a fraudulent transaction, this will be reversed immediately. If those funds have already been released to you, you must pay the funds into your Account. If you do not do so, we may suspend, limit or cancel your account, or take action against you to recover those funds.
11.3 We may, in our sole discretion, place a limit on any or all of the funds in your Account (thereby preventing any use of the funds) if: (a) we believe there may be an unacceptable level of risk associated with you, your Account, or any or all of your transactions, including if we believe that there is a risk that such funds will be subject to reversal or chargeback; (b) we believe that the beneficiary of the payment is someone other than you; (c) we believe that the payment is being made to a country where we do not offer access to the Azzida Platform; or (d) we are required to do so by law or applicable law enforcement agencies.
11.4 If you are involved in a dispute, we may (in certain circumstances) place a temporary limit on the funds in your Account to cover the amount of any potential liability. If the dispute is resolved in your favor, we will lift the limit on your funds and those funds may be released to you. If the dispute is not resolved in your favor, we may remove the funds from your Account. We may also place a limit on your account in circumstances where we suspect you of fraudulent or other unacceptable behavior, while we investigate any such matter.
12.1 You may ask for a refund at any time for any funds that you have paid into your Account except if the amount to refund relates to a Job Payment or relates to fees or charges payable to Azzida.
12.2 If the amount the User has asked to refund relates to: (1) a Job Payment, the Dispute Resolution Process Section below may be followed; or (2) our fees and charges, the process set out in the section, Agreement to Arbitrate Section below must be followed.
12.3 If we agree to the refund, the funds will be received by the User via the same payment method(s) that the User used to make the original payment to us.
12.4 We may refund funds to Users irrespective of whether a User has requested funds be refunded if: (1) we are required by law or consider that we are required by law to do so; (2) we determine that refunding funds to the User will avoid any dispute or an increase in our costs; (3) we refund funds to the User in accordance with any refund policy specified by us from time to time; (4) we find out that the original payment made by the User is fraudulent; (5) the User made a duplicate payment in error; or (6) we consider, in our sole opinion, that it is likely that the refund of funds is necessary to avoid a credit card chargeback.
12.5 You can request a refund by using our customer support link in the mobile app or using our Contact Form. Once you have made a Job Payment, you expressly agree to use the dispute resolution process in this agreement, expressly agree to be bound by its ruling and expressly agree not to initiate any chargeback request with your card issuer.
12.6 If you initiate any chargeback request or other Request for Information or similar process, you expressly agree and consent to us to share any and all information in relation to your agreement of these terms and conditions, in order to defeat any such chargeback request.
12.7 If you have already initiated a chargeback request with your credit card issuer, you must not request a refund of funds by contacting us and must not seek double recovery.
12.8 If we reasonably determine, having considered all the relevant circumstances, that you have made an excessive or unreasonable number of requests to refund funds back to you or chargebacks, we may suspend, limit or close your Account.
13.1 Your first withdrawal of funds earned may be delayed for up to fifteen days for security and fraud purposes.
13.2 Subsequent withdrawals may be delayed for up to fifteen days where our fraud prevention policies require a delay.
13.3 We may impose a minimum withdrawal amount for funds earned. This is set out in our schedule of Fees and Charges. The maximum you can withdraw per month is $10,000 unless otherwise specifically agreed with support.
13.4 We may require you to be Azzida Verified before you can withdraw funds from your Azzida Account, irrespective of whether or not a delay has been enforced. For details of how to become Azzida Verified please read the Identity Verification Policy Section below.
13.5 You acknowledge and agree that we may seek to verify your identity or request additional information from you as part of our anti-fraud and identity verification policy, as outlined in this Agreement.
14. Dispute Resolution
14.1 This section of the Agreement sets out the dispute process to be followed when a Poster and Performer who have used the Azzida Platform elect to use the Dispute Resolution process to resolve a dispute between them. The Dispute Resolution process is designed to encourage Users to settle any disputes between themselves. Users are referred to Fees and Charges for more information on the fees associated with Dispute Resolution.
14.2 The Azzida Dispute Team.
Both parties to the Dispute can elect to have their dispute arbitrated by the Azzida Dispute Team. The role of the Dispute Team extends to taking all actions necessary to resolve the case in an impartial manner. You acknowledge that the verdict of the Dispute Team is final, binding, and irreversible.
Once a dispute is opened, Poster is given 14 days to respond to it. Otherwise, they will automatically lose the dispute and the pending Payment will be transferred to the Performer’s account.
Once a dispute is opened, a Performer is given 4 days to respond to it. Otherwise, they will automatically lose the dispute and the pending Payment will be returned to the Poster’s account.
14.5 The dispute resolution process proceeds in stages as follows:
(a) Stage 1 – Identifying the Issue. The complainant should select the Job and Payment to be disputed. After which, a description of the issue and an explanation of why the dispute is being opened should be given. From this stage until Stage 3, Users are encouraged to attach any files that could support their claims. Finally, the complainant is requested to enter the amount he or she is prepared to pay for the Job (if a Poster) or wish to get paid for the Job (if a Performer). The amount could be between 0 and the total amount of the Payment in question.
(b) Stage 2 – Negotiations. At this stage, either party can negotiate for partial compensation, or (after a period of time) choose to have the Dispute Team arbitrate the dispute. Both parties will have the opportunity to tell their side of the story and also negotiate terms to resolve the issue between themselves. Only the party who originally filed for the dispute can cancel the dispute. If the issue cannot be resolved through negotiation, either party can choose to pay the Dispute Resolution Fee (see Fees and Charges) to have the dispute arbitrated by the Dispute Team. The Dispute Resolution Fee will be refunded if the dispute is either settled through mutual agreement or cancelled before reaching arbitration.
(c) Stage 3 – Final Offers and Evidence. After one of the involved parties has paid the Dispute Resolution Fee, the other party has 4 days to also pay the fee. Either party still has the option in this period to negotiate with the other party. If the responding party does not pay the Dispute Resolution Fee within the 4 days, the result will be in favor of the party who escalated the dispute into arbitration first. If a solution is found before the responding party pays the fee, the party who paid the Dispute Resolution Fee will be refunded this fee. Stage 3 is the last stage where both Users can submit their final evidence to support their case. After Stage 3, the involved parties are no longer allowed to submit evidence. The dispute will be resolved based upon the evidence provided through the Dispute System, or that is otherwise available to the Dispute Team, such as the Job description and correspondence between the parties. Once the dispute has proceeded to Stage 4, further evidence will no longer be accepted.
(d) Stage 4 – Dispute Resolution Arbitration. At Stage 4, the Dispute Team will review all evidence and other information provided to reach a decision (usually within 48 hours). Dispute verdicts are final, binding, and irreversible. The party who wins the dispute will be refunded their Dispute Resolution Fee. In the event that one of the parties of the Dispute has paid the Dispute Resolution Fee, the other party will be given 4 days to pay the Dispute Resolution Fee to move into Arbitration, and failure to do such will close the dispute by default, in favor of the party who initiated stage 4, with the Dispute Resolution Fee initially paid refunded.
14.6 Evidentiary Requirements for Your Dispute. Should you elect to have the Dispute Team arbitrate your dispute, you agree to allow the Dispute Team to read all correspondence made on the Azzida Platform and download or access any uploaded correspondence and files, related to the dispute for the sole purpose of having your dispute resolved. You are highly encouraged to submit all the documents that would support your claims on your dispute.
(a) Submit e-mail correspondences as screenshots or as *.eml files. If submitting screenshots, ensure that the “To”, “From”, and the “Date” bar is visible. E-mail correspondences sent in *.txt or *.doc or any word processing software will not be honored. For proof of external correspondence, users should provide screenshots of their entire unedited conversation.
(b) IM (instant messenger) conversations should be submitted as screenshots of the conversation from the IM software. Correspondences sent in *.txt, *.doc, or any word processing software will not be honored.
(c) Provide the products, contracts, and other files relating to the project and the dispute.
(d) Azzida will retain the confidentiality of the Job and the privacy of the involved users and will not release the collected information to any party unless required by law.
14.7 Dispute Resolution Fee. The Dispute Resolution Fee is payable by each party (see Fees and Charges). The Dispute Resolution Fee will then be refunded to the winner of the dispute. Dispute Resolution covers Payments only. Dispute Resolution does not cover claims for Property Damage, Bodily Injury, Theft, or other losses or damages arising from Posted Job (non)performance. Users agree to settle any matters relating to these or other issues arising from Posted Job (non)performance between themselves, excluding Azzida and holding Azzida harmless from any such claims.
15.1 You authorize us, directly or through third parties, to make any inquiries we consider necessary to validate your identity. You must, at our request: (1) provide further information to us, which may include your date of birth and or other information that will allow us to reasonably identify you; (2) take steps to confirm ownership of your email address or financial instruments; or (3) verify your information against third party databases or through other sources.
15.2 You must also, at our request, provide copies of identification documents (such as your passport or driver’s license). We may also ask you to provide photographic identification holding your identification together with a sign with a code that we provide as an additional identity verification step. We also reserve the right to request a video interview with you to validate this information, your identity, your background and your skills.
15.3 We reserve the right to close, suspend, or limit access to your Account and/or the Azzida Platform in the event we are unable to obtain or verify to our satisfaction the information which we request under this section.
15.4 We reserve the right to update your particulars on the website in order to match any identity documentation that has been provided. Disbursements such as Job Payment for Posted Job performance may only be made to the beneficiary matching your provided identity documents and account information.
15.5 Falsifying your identity is a crime. Azzida may report users that provide false documentation.
15.6 Background Check Badge. In order to have a “Background Check” badge icon appear on your profile page to other users, you agree that you will need to, at a minimum, receive a clear status from each report of a 1) criminal background check, 2) sexual offender registry, 3) global watchlist, and 4) SSN trace provided by our third-party third-party consumer reporting agency (CRA). You may apply for a Background Check badge for your user profile by purchasing the “Background Check Application” option on the Azzida platform. For information, disclosures and disclaimers regarding third-party identity verification and background checks, see the following sub-sections within this section.
15.7 Disclosure Regarding Background Checks. Upon your request, and payment of a non-refundable Background Check Fee (see Fees and Charges), Azzida may obtain information about you from a CRA for account screening purposes. In order for this background check to take place, you will be the subject of a “consumer report” which may include information about your character, general reputation, personal characteristics and/or mode of living. These reports may contain information regarding your credit history, criminal history, motor vehicle records (“driving records”), verification of your education or employment history, or other background checks. The results of this background check may be used as a factor in making account limitations, termination or suspension of your account by Azzida as a security measure. You have the right, upon written request made within a reasonable time, to request whether a consumer report has been run about you and to request a copy of your report.
15.7a California Background Check Disclosure. At your request, and upon payment of a non-refundable Background Check fee (see Fees and Charges), Azzida will obtain information about you for account screening purposes from a CRA. In this case, you will be the subject of an “investigative consumer report” and a “consumer credit report” obtained for identity verification and background check purposes. Such reports may include information about your character, general reputation, personal characteristics and mode of living. With respect to any investigative consumer report from an investigative consumer reporting agency (“ICRA”), the Company may investigate the information contained in your profile and other background information about you, including but not limited to obtaining a criminal record report, verifying references, work history, your social security number, your educational achievements, licensure, and certifications, your driving record, and other information about you, and interviewing people who are knowledgeable about you. The results of this background check may be used as a factor in making account limitations or suspension of your account by Azzida as a security measure. Azzida agrees to provide you with a copy of an investigative consumer report when required to do so under California law. Under California Civil Code section 1786.22, you are entitled to find out what is in the CRA’s file on you with proper identification, as follows:
- In person, by visual inspection of your file during normal business hours and on reasonable notice. You also may request a copy of the information in person. The CRA may not charge you more than the actual copying costs for providing you with a copy of your file.
- A summary of all information contained in the CRA file on you that is required to be provided by the California Civil Code will be provided to you via telephone, if you have made a written request, with proper identification, for telephone disclosure, and the toll charge, if any, for the telephone call is prepaid by or charged directly to you.
- By requesting a copy be sent to a specified addressee by certified mail. CRAs complying with requests for certified mailings shall not be liable for disclosures to third parties caused by mishandling of mail after such mailings leave the CRAs.
“Proper Identification” includes documents such as a valid driver’s license, social security account number, military identification card, and credit cards. Only if you cannot identify yourself with such information may the CRA require additional information concerning your employment and personal or family history in order to verify your identity. The CRA will provide trained personnel to explain any information furnished to you and will provide a written explanation of any coded information contained in files maintained on you. This written explanation will be provided whenever a file is provided to you for visual inspection. You may be accompanied by one other person of your choosing, who must furnish reasonable identification. A CRA may require you to furnish a written statement granting permission to the CRA to discuss your file in such person’s presence.
15.8 If we receive “clear” statuses from the CRA for all of your identity verification and background check reports, you hereby authorize Azzida to add a “Background Check” profile badge or other background check indicator to your Azzida profile.
15.9 Subject to and in accordance with state and local law, some types of criminal convictions such as murder, sexual assault, terrorism related offenses, and other serious criminal offenses will result in your disqualification for Azzida membership and your account being terminated if they occur at any time in your lifetime. Convictions for felonies, violent crimes, sexual offenses and registered sex offender status, among other types of criminal records, are also disqualifying and will result in account termination. Pending charges for those categories of crimes are also disqualifying, unless and until such charges are resolved in your favor. If you fail to receive “clear” statuses on your identity verification and background checks from the CRA, you may not be able to withdraw funds from your Azzida PSP Account, your account may be suspended or terminated and other restrictions may apply.
15.10 Third-party background checks are valid for a period of one-year starting with the date of purchase. If you receive “clear” statuses from the CRA, at the end of one-year from the date of purchase, and for each additional year thereafter, you may be required to purchase an update to your “Background Check” or a “Background Check” subscription from Azzida, in order to maintain “Background Check” status and for the “Background Check” indicator to continue appear on your Azzida profile.
15.11 You hereby agree to immediately notify Azzida in writing, cease use of the Azzida platform and refrain from contact of any of its users until further notice from us in the event you are: 1) accused or convicted of any crime, in any jurisdiction, 2) included on a Sexual Offender Registry in any jurisdiction, or 3) included on a Global Watchlist by any government or jurisdiction. Notification is required whether or not the event(s) occurred before or after a consumer background check has been performed by Azzida’s third-party CRA or even if no background check has been performed. Notifications should be sent by email to: email@example.com
or by mail to:
440 Monticello Ave
15.12 YOU ACKNOWLEDGE THAT AZZIDA OBTAINS THE BACKGROUND CHECK INFORMATION IN ITS REPORTS FROM THIRD PARTY SOURCES “AS IS”, AND THEREFORE PROVIDES THE INFORMATION TO YOU ON AN “AS IS” AND “AS AVAILABLE” BASIS. AZZIDA MAKES NO REPRESENTATION OR WARRANTY, EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY OR FITNESS FOR PARTICULAR PURPOSE, OR IMPLIED WARRANTIES ARISING FROM THE COURSE OF DEALING OR A COURSE OF PERFORMANCE WITH RESPECT TO THE ACCURACY, VALIDITY, OR COMPLETENESS OF ANY IDENTITY VERIFICATION OR BACKGROUND CHECKS THAT THE IDENTITY VERIFICATION OR BACKGROUND CHECKS WILL MEET YOUR NEEDS, OR WILL BE PROVIDED ON AN UNINTERRUPTED BASIS; AZZIDA EXPRESSLY DISCLAIMS ANY AND ALL SUCH REPRESENTATIONS AND WARRANTIES. REGARDLESS OF ANY IDENTITY VERIFICATION OR BACKGROUND CHECK, BADGE OR INDICATOR THEREOF. WHEN DEALING WITH ANY SERVICE PROVIDER SOURCED FROM OUR PLATFORM, IT IS STRONGLY ADVISED THAT YOU UTILIZE THE SAME SAFETY PRECAUTIONS AS YOU WOULD WHEN INTERACTING WITH ANY MEMBER OF THE PUBLIC PREVIOUSLY UNKNOWN TO YOU. YOU HEREBY AGREE TO HOLD AZZIDA HARMLESS FROM ANY CLAIMS BASED ON A RELIANCE ON OUR OR ANY THIRD-PARTY CRA’S IDENTITY VERIFICATION AND BACKGROUND CHECK RESULTS, BADGES AND/OR OTHER INDICATORS. EXCEPT AS EXPRESSLY SET FORTH IN THIS AGREEMENT, AZZIDA EXPRESSLY DISCLAIMS THE IMPLIED WARRANTIES OF MERCHANTABILITY, NON-INFRINGEMENT, FITNESS FOR A PARTICULAR PURPOSE AND IMPLIED WARRANTIES ARISING FROM COURSE OF DEALING OR PERFORMANCE.
16. Account Termination, Suspension, Penalties for Breach, Remedies
16.1 We may close, suspend or limit your access to the Azzida Platform for any reason without notice at our sole discretion. Without limiting the foregoing, we may close, suspend or limit your access to your account: (a) if we determine that you have breached, or are acting in breach of these Terms; (b) if you attempt to renegotiate the actual Job Payment price privately, to attempt to avoid fees; (c) if we determine that you have infringed legal rights (resulting in actual or potential claims), including infringing Intellectual Property Rights; (d) if we determine that you have engaged, or are engaging, in fraudulent, or illegal activities; (e) you do not respond to account verification requests; (f) you do not complete account verification when requested within 3 months of the date of request; (g) you are the subject of a United Nations, USA, or other applicable sanctions regime, or our banking and payment relationships otherwise preclude us from conducting business with you; (h) to manage any risk of loss to us, a User, or any other person; or (i) for any other reason and without notice at Azzida’s sole discretion.
16.2 If we close your Account due to your breach of this Agreement, you may also become liable for certain fees as described in this Agreement.
16.3 Without limiting our other remedies, to the extent you have breached this Agreement, you must pay us all fees owed to us and reimburse us for all losses and costs (including any and all of our employee time) and reasonable expenses (including legal fees) related to investigating such breach and collecting such fees.
16.4 You acknowledge and agree that: (1) the damages that we will sustain as a result of your breach of this Agreement will be substantial and will potentially include (without limitation) fines and other related expenses imposed on us by our payment processors and Users and that those damages may be extremely difficult and impracticable to ascertain; (2) if you breach this Agreement, we may fine you up to $3,000.00 USD for each breach and/or we may take legal action against you to recover losses that are in excess of the fine amount; (3) a fine of up to $3,000.00 USD is a presently reasonable pre-estimate or minimum estimate of our damages, considering all currently existing circumstances, including (without limitation) the relationship of the sum to the range of harm to us that reasonably could be anticipated and the anticipation that proof of actual damages may be impractical or extremely difficult; and (4) we may release the entire (or part of the) amount of the fine from your Account to us.
16.5 If we close your Account for a reason other than as a result of your breach of this Agreement, unless as otherwise specified in this Agreement, you will be entitled to receive any payment due from us to you.
16.6 In the event that we close your Account, you will have no claim whatsoever against us in respect of any such suspension or termination of your Account.
16.7 Azzida’s remedies for any breach of this Agreement by you will include, without limitation, damages, injunctive relief, specific performance, and restitution. You acknowledge that any breach of this Agreement by you would cause irreparable injury to Azzida for which monetary damages would not be an adequate remedy and, therefore, Azzida will be entitled to injunctive relief (including specific performance). The rights and remedies provided to each party in this Agreement are cumulative and in addition to any other rights and remedies available to such party at law or in equity.
17. Monitoring and Enforcement; Termination
17.2 Without limiting the foregoing, we have the right to cooperate fully with any law enforcement authorities or court order requesting or directing us to disclose the identity or other information of anyone posting any materials on or through the Azzida Platform.
17.3 YOU WAIVE AND HOLD HARMLESS AZZIDA FROM ANY CLAIMS RESULTING FROM ANY ACTION TAKEN BY AZZIDA DURING, OR TAKEN AS A CONSEQUENCE OF, INVESTIGATIONS BY EITHER THE COMPANY OR LAW ENFORCEMENT AUTHORITIES.
17.4 Azzida does not undertake to review all material before it is posted on the Azzida Platform, and cannot ensure prompt removal of objectionable material after it has been posted. Accordingly, we assume no liability for any action or inaction regarding transmissions, communications, or content provided by any user or third party. We have no liability or responsibility to anyone for performance or nonperformance of the activities described in this section.
17.5 Termination by Azzida. If you fail to meet any of your obligations under this Agreement, Azzida may terminate this Agreement, in whole or in part, at any time with cause or without cause for its convenience, effective immediately, in which case neither Azzida nor the Poster is obligated to pay you any monies earned by you through the effective date of termination or expiration. Azzida or a Poster may withdraw any Posted Job at any time prior to your performance of the Posted Job.
17.6 Termination by User. Effective upon one (1) day prior written notice to Azzida, you may terminate this Agreement at any time by ceasing all use of the Azzida Platform and deactivating your account.
18. Intellectual Property Rights
18.1 The Azzida Platform and its entire contents, features, and functionality (including but not limited to all information, software, text, displays, images, video, and audio, and the design, selection, and arrangement thereof) are owned by Azzida, its licensors, or other providers of such material and are protected by United States and international copyright, trademark, patent, trade secret, and other intellectual property or proprietary rights laws.
18.4 The Azzida name and all related names, logos, product and service names, designs, and slogans are trademarks of Azzida or its affiliates or licensors. You must not use such marks without the prior written permission of Azzida. All other names, logos, product and service names, designs, and slogans on the Azzida Platform are the trademarks of their respective owners.
19.1 The Azzida Platform encompasses message boards, chat rooms, personal web pages or profiles, forums, bulletin boards, and/or other interactive features that allow Users to post, submit, publish, display, or transmit to other Users or other persons content or materials (collectively, “User Contributions”) on or through the Azzida Platform.
19.3 Any User Contribution you post to the site will be considered non-confidential and non-proprietary. By providing any User Contribution on the Azzida Platform, you grant us and our licensees, successors, and assigns a perpetual, irrevocable, and sub-licensable right to use, reproduce, modify, perform, display, distribute, and otherwise disclose to third parties any such material.
19.5 You acknowledge and agree that any User Contribution submitted to the Azzida Platform is subject to Azzida’s approval. We may reject, approve, remove, or modify your User content at our sole discretion.
20.1 In the event that you provide Azzida with any feedback regarding the Azzida Platform, including without limitation, any flaws, errors, bugs, anomalies, problems with and/or suggestions for the Azzida Platform (“Feedback“), you hereby assign to Azzida all rights in the Feedback, including but not limited to, the right to use such Feedback and related information in any manner we deem appropriate.
21.1 These content standards apply to any and all User Contributions and use of the Azzida Platform. User Contributions must in their entirety comply with all applicable federal, state, local, and international laws and regulations.
22. Linking to the Azzida Platform and Social Media Features
22.1 You may link to the Azzida Platform, provided you do so in a way that is fair and legal and does not damage our reputation or take advantage of it, but you must not establish a link in such a way as to suggest any form of association, approval, or endorsement on our part without our express written consent.
22.2 The Azzida Platform may provide certain social media features that enable you to: (a) Link from your own or certain third-party Azzida Platforms to certain content on this Azzida Platform. (b) Send emails or other communications with certain content, or links to certain content, on this Azzida Platform. (c) Cause limited portions of content on the Azzida Platform to be displayed or appear to be displayed on your own or certain third-party websites.
22.4 You agree to cooperate with us in causing any unauthorized framing or linking immediately to stop. We reserve the right to withdraw linking permission without notice.
22.5 We may disable all or any social media features and any links at any time without notice at our sole discretion.
23. Links from the Azzida Platform
23.1 If the Azzida Platform contains links to other sites and resources provided by third parties, these links are provided for your convenience only. This includes links contained in advertisements, including banner advertisements and sponsored links. We have no control over the contents of those sites or resources, and accept no responsibility for them or for any loss or damage that may arise from your use of them.
23.2 If you decide to access any of the third-party websites linked to the Azzida Platform, you do so entirely at your own risk and subject to any applicable terms and conditions of use for such third party websites.
24.1 Unless otherwise agreed to by us in writing, you must not advertise an external website, product or service on the Azzida Platform. Any information posted on the Azzida Platform must relate to a Posted Job offered through the Platform.
24.2 We may display advertisements or promotions on the Azzida Platform. You acknowledge and agree that we shall not be responsible for any loss or damage of any kind incurred by you as a result of the presence of such advertisements or promotions or any subsequent dealings with third parties. Furthermore, you acknowledge and agree that content of any advertisements or promotions may be protected by copyrights, trademarks, service marks, patents or other intellectual property or proprietary rights and laws. Unless expressly authorized by Azzida or third party right holders, you agree not to modify, sell, distribute, appropriate, or create derivative works based on such advertisement or promotions.
25. Communications with Other Users
25.1 Communication with other users on the through the Azzida Platform must be conducted through the Azzida Platform’s text, audio, or video chat functionality, along with message boards, public clarification boards, Job message board, direct message sending and other communication channels provided on the Azzida Platform.
25.2 You must not post your email address or any other contact information (including but not limited to Skype ID or other identifying strings on other platforms) on the Azzida Platform, except in the “email” field of the signup form, at our request or as otherwise permitted by us on the Azzida Platform.
25.3 Unless you have a prior relationship with a User, you must only communicate with Users via the Azzida Platform. You must not, and must not attempt to, communicate with other Users through any other means including but not limited to email, telephone, Skype, Zoom, ICQ, AIM, MSN Messenger, WeChat, SnapChat, GTalk, GChat or Yahoo.
25.4 In relation to video chat and audio chat, any terms agreed to between any Users must be confirmed in writing using the chat or direct message function.
25.5 Azzida may use information such as your name, location, display or username, and or your image, in relation to the provision messaging services on the Azzida Platform.
25.6 We may read all correspondence posted to the Azzida Platform and download or access, and test (if necessary), all uploaded files, programs and websites related to your use of the Services for the purpose of investigating fraud, regulatory compliance, risk management and other related purposes.
26. DMCA Notice.
26.1 It is our policy to respond to alleged infringement notices that comply with the Digital Millennium Copyright Act of 1998 (“DMCA”). If you believe that your copyrighted work has been copied in a way that constitutes copyright infringement and is accessible via the Azzida Platform, please notify our copyright agent as set forth in the DMCA. For your complaint to be valid under the DMCA, you must provide the following information in writing: (a) An electronic or physical signature of a person authorized to act on behalf of the copyright owner; (b) Identification of the copyrighted work that you claim has been infringed; (c) Identification of the material that is claimed to be infringing and where it is located on the Service; (d) Information reasonably sufficient to permit us to contact you, such as your address, telephone number, and, e-mail address; (e) A statement that you have a good faith belief that use of the material in the manner complained of is not authorized by the copyright owner, its agent, or law; and (f) A statement, made under penalty of perjury, that the above information is accurate, and that you are the copyright owner or are authorized to act on behalf of the owner. The above information must be submitted to the following DMCA Agent: firstname.lastname@example.org
26.2 Azzida may at its sole discretion limit access to the Azzida Platform and/or terminate the accounts of any Users who infringe any intellectual property rights of others, whether or not there is any repeat infringement.
27. Reliance on Information Posted
27.1 The information presented on or through the Azzida Platform is made available solely for general information purposes. We do not warrant the accuracy, completeness, or usefulness of this information. Any reliance you place on such information is strictly at your own risk. We disclaim all liability and responsibility arising from any reliance placed on such materials by you or any other visitor to the Azzida Platform, or by anyone who may be informed of any of its contents.
27.2 The Azzida Platform may include content provided by third parties, including materials provided by other Users, bloggers, and third-party licensors, syndicators, aggregators, and/or reporting services. All statements and/or opinions expressed in these materials, and all articles and responses to questions and other content, other than the content provided by Azzida, are solely the opinions and the responsibility of the person or entity providing those materials. These materials do not necessarily reflect the opinion of Azzida. We are not responsible, or liable to you or any third party, for the content or accuracy of any materials provided by any third parties.
28.1 READ THIS SECTION CAREFULLY BECAUSE IT REQUIRES THE PARTIES TO ARBITRATE THEIR DISPUTES AND LIMITS THE MANNER IN WHICH YOU CAN SEEK RELIEF FROM AZZIDA.
28.2 For any dispute directly with Azzida, you agree to first contact us using the Contact link in our mobile app or our Contact Form and attempt to resolve the dispute with us informally. In the unlikely event that Azzida has not been able to resolve a dispute it has with you after sixty (60) days, we each agree to resolve any claim, dispute, or controversy (excluding any claims for injunctive or other equitable relief as provided below) arising out of or in connection with or relating to this Agreement, or the breach or alleged breach thereof (collectively, “Claims”), by binding arbitration. To ensure the rapid and economical resolution of any dispute, controversy, claim, cause of action, including but not limited to statutory claims, that may arise between the parties from, under, out of, or in relation to this Agreement, including any dispute concerning the formation, construction, interpretation, enforcement, or breach of this Agreement or a party’s performance of its obligations hereunder (“Dispute“), the parties both agree to pursue the alternative dispute resolution steps set forth below. If the Dispute cannot be resolved in the first two step described above, the parties agree that the Dispute will be resolved pursuant to the Federal Arbitration Act, 9 U.S.C. §1-16, and to the fullest extent permitted by law, by final, binding and confidential arbitration conducted as set forth below.
28.3 Both you and Azzida acknowledge that by agreeing to this arbitration procedure, you each waive the right to resolve any such dispute through a trial by jury or judge or administrative proceeding.
28.4 Mutual Good Faith Consultation. The parties shall attempt in the first instance to resolve the Dispute through mutual good faith consultation. If the Dispute is not resolved in this manner within sixty (60) days of a party’s notice of a Dispute, then any party may serve a notice on the other party requiring the Dispute to be submitted to arbitration as follows: (a) Non-Appearance-Based Arbitration. Any Dispute (excluding claims for injunctive or other equitable relief as set forth below) in connection with this Agreement where the total amount of the award sought is less than five thousand U.S. Dollars (US $5,000.00) may be resolved in a cost effective manner through binding non-appearance-based arbitration, at the option of the party seeking relief. Such arbitration shall be initiated through an established alternative dispute resolution provider (“ADR Provider”) that offers arbitration as set forth in this section and under the rules of such ADR Provider, except to the extent such rules are in conflict with this Agreement. Azzida, at its sole discretion, will propose an ADR Provider and the other party shall not unreasonably withhold consent to use such ADR Provider. The ADR Provider and the parties must comply with the following rules: (i) the arbitration shall be conducted by telephone, online and/or be solely based on written submissions, the specific manner shall be chosen Azzida, at its sole discretion; (ii) all arbitration proceedings shall be held in English; (iii) the arbitration shall not involve any personal appearance by the parties or witnesses unless otherwise mutually agreed by the parties; (iv) any judgment on the award rendered by the arbitrator may be entered in any court of competent jurisdiction; (v) each party shall bear its own attorneys’ fees, costs, and disbursements arising out of the arbitration, and shall pay an equal share of the fees and costs of the Administrator and Arbitrator; provided, however, the Arbitrator shall be authorized to determine whether a party is the prevailing party, and if so, to award to that prevailing party reimbursement for its reasonable attorneys’ fees, costs and disbursements (including, for example, expert witness fees and expenses, photocopy charges, travel expenses, etc.), and/or the fees and costs of the Administrator and the Arbitrator. (b) The Arbitrator shall issue a written award and statement of decision describing the essential findings and conclusions on which the award is based, including the calculation of any damages awarded. The Arbitrator will not have authority to award damages in excess of the amount, or other than the types, allowed by this Agreement. The Arbitrator also shall be authorized to grant any temporary, preliminary or permanent equitable remedy or relief it deems just and equitable and within the scope of this Agreement, including, without limitation, an injunction or order for specific performance. (c) WITH RESPECT TO ALL PERSONS AND ENTITIES, REGARDLESS OF WHETHER THEY HAVE OBTAINED OR USED THE SERVICE FOR PERSONAL, COMMERCIAL OR OTHER PURPOSES, ALL CLAIMS MUST BE BROUGHT IN THE PARTIES’ INDIVIDUAL CAPACITY, AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS ACTION, COLLECTIVE ACTION, PRIVATE ATTORNEY GENERAL ACTION OR OTHER REPRESENTATIVE PROCEEDING. THIS WAIVER APPLIES TO CLASS ARBITRATION, AND, UNLESS WE AGREE OTHERWISE, THE ARBITRATOR MAY NOT CONSOLIDATE MORE THAN ONE PERSON’S CLAIMS. YOU AGREE THAT, BY ENTERING INTO THIS AGREEMENT, YOU AND AZZIDA ARE EACH WAIVING THE RIGHT TO A TRIAL BY JURY OR TO PARTICIPATE IN A CLASS ACTION, COLLECTIVE ACTION, PRIVATE ATTORNEY GENERAL ACTION, OR OTHER REPRESENTATIVE PROCEEDING OF ANY KIND (d) Notwithstanding any provision in this Agreement to the contrary, if the class-action waiver in the prior sub-section is deemed invalid or unenforceable, however, neither you nor we are entitled to arbitration.
28.5 The arbitration award shall be final and binding upon the parties without appeal or review except as permitted by Virginia law or United States Federal law.
28.6 Exceptions. Notwithstanding the foregoing, either party may proceed directly to any court of competent jurisdiction to seek protection or enforcement of its intellectual property rights and/or to seek injunctive relief or other equitable relief.
29. Geographic Restrictions
29.1 Azzida makes no claims that the Azzida Platform or any of its content is accessible or appropriate outside of the United States. Access to the Azzida Platform may not be legal by certain persons or in certain countries. If you access the Azzida Platform from outside the United States, you do so on your own initiative and are responsible for compliance with local laws.
30. Governing Law and Jurisdiction
31. Limitation on Time to File Claims
32.1 All waivers must be in writing and signed by the party to be charged. Any waiver or failure to enforce any provision of this Agreement on one occasion will not be deemed a waiver of any other provision or of such provision on any other occasion.
33.1 If any provision of this Agreement is, for any reason, held to be invalid or unenforceable, the other provisions of this Agreement will be unimpaired and the invalid or unenforceable provision will be deemed modified so that it is valid and enforceable to the maximum extent permitted by law.
34. Entire Agreement
34.1 This Agreement is the final, complete, and exclusive agreement of the parties with respect to the subject matter hereof and supersedes and merges all prior or contemporaneous communications and understandings between the parties. Except as permitted herein, no modification of or amendment to this Agreement will be effective unless in writing and signed by the party to be charged.
35.1 All parts of this Agreement which by their nature should survive the expiration or termination of this Agreement shall continue in full force and effect subsequent to and notwithstanding the expiration or termination of this Agreement or your use of the Services. Termination or expiration of this Agreement will not affect either party’s liability for any breach of this Agreement such party may have committed before such expiration or termination.
36.1 This Agreement and Users’ rights and obligations under this Agreement may not be assigned, delegated, or otherwise transferred, in whole or in part, by operation of law or otherwise, by you without Azzida’s express prior written consent. Any attempted assignment, delegation, or transfer in violation of the foregoing will be null and void.
36.2 Azzida may assign this Agreement or any of its rights under this Agreement to any third party with or without your consent.
37.1 Azzida may give any notice required by this Agreement by means of a general notice on the Azzida Platform, electronic mail to your email address on record with Azzida, or by written communication sent by first class mail or pre-paid post to your address on record with Azzida. Such notice shall be deemed to have been given upon the expiration of forty-eight (48) hours after mailing or posting (if sent by first class mail or pre-paid post) or twelve (12) hours after sending (if sent by email) or posting the general notice to the Azzida Platform.
37.2 You may give notice to Azzida, addressed to the attention of the Azzida Legal Department. Such notice shall be deemed given when received by Azzida by letter delivered by nationally recognized overnight delivery service or first-class postage prepaid mail at the following address:
440 Monticello Ave
Suite 1802 Norfolk, VA 23150
38. California Residents
38.1 If you are a resident of the State of California and if any complaint with us is not satisfactorily resolved, you can contact the Complaint Assistance Unit of the Division of Consumer Services of the California Department of Consumer Affairs in writing at 1625 North Market Blvd., Suite N 112, Sacramento, California 95834 or by telephone at (800) 952-5210 or (916) 445-1254.
39. Your Comments and Concerns
39.1 If you have any questions concerning this Agreement or Azzida generally, please contact us using the Contact link in our mobile app or our Contact Form.