1. INTRODUCTION

The DiligentSpace Site Terms of Service describe when and the conditions under which you are allowed to access or use the Site. Please read these Site Terms of Use carefully before visiting our Site. Some visitors to our Site simply visit the publicly available portions of our Site or use the Public Site Services ("you" or "Site Visitors"). By accessing and/or using our Site or Services, you agree to these Site Terms of Service. If you do not agree to these Site Terms of Service, you may not visit, use, or access the Site or Site Services as a Site Visitor, User or otherwise and may not click to accept the Terms of Service when prompted on the Site.

2. USER ACCOUNT

When You create an account with Us, You must provide Us information that is accurate, complete, and current at all times. Failure to do so constitutes a breach of the Terms, which may result in immediate termination of Your account on Our Service. You are responsible for safeguarding the password that You use to access the Service and for any activities or actions under Your password, whether Your password is with Our Service or a Third-Party Social Media Service. You agree not to disclose Your password to any third party. You must notify Us immediately upon becoming aware of any breach of security or unauthorized use of Your account. You may not use as a username the name of another person or entity or that is not lawfully available for use, a name or trademark that is subject to any rights of another person or entity other than You without appropriate authorization, or a name that is otherwise offensive, vulgar or obscene.

3. CONTRACTUAL RELATIONSHIP BETWEEN EMPLOYER AND FREELANCER

3.1 SERVICE CONTRACTS

Users, not DiligentSpace, are responsible for deciding whether to enter into agreements with other Users and for determining what the terms of those agreements will be. If a Employer and a Freelancer decide to enter into a Service Contract, the contract is a contractual relationship directly between the Employer and the Freelancer; DiligentSpace is not responsible for and is not a party to any Service Contract and under no circumstances will any such contract create an employment or any service relationship between DiligentSpace and any User. With respect to any Service Contract, Employers and Freelancers may enter into any agreements that they deem appropriate (e.g., confidentiality agreements, invention assignment agreements, assignment of rights, etc.), provided that those agreements do not conflict with, narrow, or expand DiligentSpace rights and obligations under the Terms of Service, including this Agreement and the applicable withdraw Instructions. The parties to a Service Contract can, if the parties prefer, agree to the Optional Service Contract Terms in whole or in part, in addition to or instead of other such agreements. The parties to a Service Contract expressly agree that the Optional Service Contract Terms will and do apply to their contract to the extent that they have not agreed to other terms or agreements that conflict with the Optional Service Contract Terms. Users are solely responsible for deciding whether to use the Optional Service Contract Terms, and DiligentSpace does not assume any responsibility for any consequence of using the Optional Service Contract Terms, which are provided as a sample only and may not be appropriate for all jurisdictions or all contracts. The Optional Service Contract Terms are not intended to and do not (a) constitute legal advice, (b) create an attorney-client relationship, or (c) constitute advertising or a solicitation of any type. You should seek legal advice from a licensed attorney for your particular needs.

3.2 Relationship with Diligentspace

DiligentSpace offers a platform that enables Users to find one another, enter into service relationships and agreements, receive and provide Freelancer Services, and make and receive payments. DiligentSpace neither performs nor employs individuals to perform Freelancer Services. You acknowledge and agree that DiligentSpace does not supervise, direct, control, or monitor Users in the performance of any contractual obligations they may have under a Service Contract and agree that: (a) DiligentSpace is not responsible for ensuring the accuracy or legality of any User Content, for which Users are solely responsible; (b) DiligentSpace is not responsible for the offering, performance, or procurement of Freelancer Services, (c) DiligentSpace does not make any representations about or guarantee any particular User’s offered services, and (d) nothing will create an employment, agency, or joint venture relationship between DiligentSpace and any User offering services. While DiligentSpace may provide certain badges on Freelancer or Employer profiles, such badges are not guarantees, including of quality or ability or willingness of the badged Freelancer or Employer to complete a Service Contract. You further acknowledge and agree that Users, and not DiligentSpace, are solely responsible for (a) evaluating and determining the suitability of any Project, Employer, or Freelancer; (b) assessing whether to enter into a Service Contract or Direct Contract with another User and for verifying any information about another User, including Composite Information; (c) deciding whether to enter into a Service Contract or Direct Contract on DiligentSpace as well as the contract terms, and (d) negotiating, agreeing to, and executing any terms or conditions of the contracts and for performing and monitoring performance under them. All Service and Direct Contracts between Users are directly between the Users and DiligentSpace is not a party to those contracts

4. PRICING STRUCTURE AND FEES

4.1 Pricing Structure

The pricing for the services between Employers and freelancers, we have two kinds of pricing; Hourly and Fixed projects.

Min hourly rate: $5 USD
Max hourly rate: $200 USD

Min fixed rate: $10 USD
Max fixed rate: no limit

The exact price is agreed between employers and freelancers, we as a market place service, don't provide any decision on pricing.

4.2 Service Fees

Freelancers agree to pay DiligentSpace a service fee (10% of every transaction) for the use of the Services (including marketing, invoicing, reporting, payment) When a Employer pays a Freelancer for a Project or when funds related to a Project are otherwise released to a Freelancer. DiligentSpace will credit the Freelancer Account for the full amount paid or released by the Employer, and then subtract and disburse to DiligentSpace the Service Fee. Freelancer hereby irrevocably authorizes and instructs DiligentSpace to deduct the Service Fee from the Freelancer Account and pay DiligentSpace on Freelancer’s behalf.

Employers pay DiligentSpace a Marketplace Fee (6%) for accessing the Services, and for administration and facilitation of payments related to the Freelancer Fees they pay to Freelancers they engage through the Site. In return for providing Employers with access to the Site and related Site Services, DiligentSpace charges Employers a “Marketplace Fee” of up to 6% on each transaction related to a marketplace Service Contract or Project Catalog offering a Employer enters into on the Site or with Freelancers on the Site.

4.3 No Return of Funds

DiligentSpace does not provide any guarantee for refunding the completed payments made to freelancers.
All payments made in the platform would be paid by issuing invoice from freelancer side, Employers are responsible to review the delivery and invoice, have confirmation before paying the invoice, so we don't have an obligation to refund the money sent to freelancers.

4.4 TAX

Users are responsible for paying and reporting any taxes. DiligentSpace is not obligated to determine the applicability of any taxes or to remit, collect or report any such applicable taxes.

You acknowledge that you must comply with your obligations under income tax provisions in your jurisdiction.

5. PERMITTED SITE USES

DiligentSpace offers the Site and Site Services for your business purposes only and not for personal, household, or consumer use. DiligentSpace makes the Site and Site Services available for Users to find one another, enter into service relationships, make and receive payments, and receive and provide Freelance Services. In addition, certain Visitor Site Services, such as the DiligentSpace Blog and Hiring Headquarters, provide, and may be used to obtain, general information and articles that we believe may be of interest to Site Visitors and Users. While we try to ensure that any information we post is both timely and accurate, errors may appear from time to time. We do not make any representations or warranties with respect to any information that is posted on the Site by us or anyone else. In no event should any content be relied on or construed as tax or legal advice or otherwise. You should independently verify the accuracy of any content.

6. PROHIBITED SITE USES

You may not use, or encourage, promote, facilitate, or instruct, induce, or otherwise influence or cause others: (1) to use the Site or Site Services for any activities that violate any law, statute, ordinance or regulation; for any other illegal or fraudulent purpose or any purpose that is harmful to others, or (2) to transmit, store, display, distribute or otherwise make available content that is illegal, fraudulent or harmful to others.

● EXAMPLES OF PROHIBITED USES OF THE SITE

The following are examples of uses that are prohibited on the Site or when using the Site Services:

- Seeking, offering, promoting, or endorsing services, content, or activities that are defamatory, illegal, profane, vulgar, threatening, unlawfully discriminatory, illegal, pornographic, obscene, or sexually explicit in nature; would violate the intellectual property rights, such as and including copyrights, of another person, entity, service, product, or website; would violate (a) DiligentSpace Terms of Service, (b) the terms of service of another website or any similar contractual obligations, or (c) the academic policies of any educational institution; regard the creation, purchase, and/or publication of a review for a third-party website; regard the creation, publication, or distribution of "fake news", "hoax news", Deep Fake content or similar content, which is, in DiligentSpace sole discretion, determined to be intended to mislead recipients for personal, financial, political or other gain or advantage; regard or promote in any way any escort services, prostitution, or sexual acts; or any conduct that is, in DiligentSpace's determination, harassing toward another person based on the person's inclusion in a protected class as defined by applicable law;

- Fraudulent or misleading uses or content, including: fraudulently billing or attempting to fraudulently bill any Client, including by (i) falsifying or manipulating or attempting to falsify or manipulate the hours, keystrokes, or mouse clicks recorded in the DiligentSpace App, (ii) reporting, recording, or otherwise billing Clients for time that was not actually worked, or (iii) on an hourly contract, reporting, recording, or otherwise billing hours worked by another person as hours worked by you in a way that is misleading or false; misrepresenting your experience, skills, or information, including by representing another person's profile, or parts of another person's profile, as your own; using a profile photo that is not you, misrepresents your identity or represents you as someone else, or any other activity that misrepresents your identity; impersonating any person or entity, including, but not limited to, an DiligentSpace representative, forum leader, or falsely stating or otherwise misrepresenting your affiliation with a person or entity; falsely stating or implying a relationship with another User, including an Agency continuing to use a Freelancer's profile or information after the Freelancer no longer works with the Agency; falsely attributing statements to any DiligentSpace representative, forum leader, guide or host; falsely stating or implying a relationship with DiligentSpace or with another company with whom you do not have a relationship; allowing another person to use your account, which is misleading to other Users; or falsely stating that one Freelancer will perform the work on a job when another will in fact perform the work, including submitting a proposal on behalf of a Freelancer that is unable, unwilling, or unavailable to do the work;

- Expressing an unlawful preference in a job post or proposal or otherwise unlawfully discriminating on a protected basis;

- Posting identifying information concerning another person;

- Spamming other Users with proposals or invitations, including by making unsolicited contact of Users off the DiligentSpace platform, or by posting the same job multiple times so that more than one version remains active at a given time;

- Making or demanding bribes or demanding other payments without the intention of or without actually providing services in exchange for the payment;

- Requesting or demanding free services, including requesting Freelancers to submit work as part of the proposal process for very little or no money or posting contests in which Freelancers submit work with no or very little pay, and only the winning submission is paid the full amount;

- Requesting a fee before allowing a User to submit a proposal;

- Attempting to or actually manipulating or misusing the feedback system, including by: withholding payment or Work Product or engaging in any other conduct for the purpose of obtaining positive feedback from another User; attempting to coerce another User by threatening to give negative feedback; expressing views unrelated to the work, such as political, religious, or social commentary, in the feedback system; providing anything of value to any person (including to a third-party who provides assistance in obtaining feedback) or using any service of any type in order to obtain feedback; or offering services for the sole purpose of obtaining positive feedback of any kind;

- Duplicating or sharing accounts;

- Selling, trading, or giving an account to another person without DiligentSpace's consent;

- Sharing or soliciting Means of Direct Contact with or from another User either directly through messages or by including Means of Direct Contact in a job post, profile, proposal or other User Content prior to entering into a Service Contract with such User, except as expressly allowed for Enterprise Clients;

- Directly or indirectly, advertising or promoting another website, product, or service or soliciting other Users for other websites, products, or services, including advertising on DiligentSpace to recruit Freelancers and/or Clients to join an Agency or another website or company;

- Interfering or attempting to interfere with the proper operation of the Site or Site Services or any activities conducted on the Site, including by: bypassing any measures we may use to prevent or restrict access to the Site or any subparts of the Site, including, without limitation, features that prevent or restrict use or copying of any content or enforce limitations on use of the Site or the content therein; attempting to interfere with or compromise, or actually interfering with or compromising, the system integrity or security of the servers running the Site, or attempting to or deciphering any transmissions to or from the servers running the Site; using any robot, spider, scraper, or other automated means to access the Site for any purpose without our express written permission; collecting or harvesting any personally identifiable information, including Account names, from the Site; attempting to or imposing an unreasonable or disproportionately large load (as determined in DiligentSpace's sole discretion) on the Site's infrastructure; introducing any invalid data, virus, worm, or other harmful or malicious software code, agent, hidden procedure, routine, or mechanism through or to the Site that is designed to or known to cause to cease functioning, disrupt, disable, harm, or otherwise impair in any manner, including aesthetic disruptions or distortions, the operation of (or to allow you or any other person to access or damage or corrupt data, storage media, programs, equipment, or communications or otherwise interfere with operations of or on) the Site or any software, firmware, hardware, computer system, or network of DiligentSpace or any third party; accessing or attempting to access the Site or Site Services by any means or technology other than the interface provided; or framing or linking to the Site or Site Services except as permitted in writing by DiligentSpace.

- Conduct or actions that could jeopardize the integrity of or circumvent the Site, Site Services or DiligentSpace’s proprietary information, including: attempting to or actually reverse engineering, modifying, adapting, translating, preparing derivative works from, decompiling, or interfering with the operation of, or otherwise attempting to derive source code from, any part of the Site or Site Services unless expressly permitted by applicable law or DiligentSpace; or accessing or using the Site or Site Services to build a similar service or application, identify or solicit DiligentSpace Users, or publish any performance or any benchmark test or analysis relating to the Site.


We reserve the right, but do not assume the obligation, to investigate any potential violation of this Section or any other potential violation of these Site Terms of Service and to remove, disable access to, or modify any content on the Site. Our failure to act with respect to a breach by you or others does not waive our right to act with respect to subsequent or similar breaches. We do not guarantee we will take action against all breaches of these Terms of Service.

● REPORTING AND CORRECTING VIOLATIONS

If you become aware of any violation of these Site Terms of Service, you must immediately report it to Customer Service. You agree to assist us with any investigation we undertake and to take any remedial steps we require in order to correct a violation of these Site Terms of Service.

7. REFERRAL PROGRAM

Referrers are bound by these Terms and Conditions by participating in the Program. By participating in the Program, Referrers agree to use the Program in the manner specified in these Terms and Conditions. If you do not agree to these Terms and Conditions in their entirety, you are not authorized to register as a Referrer or to participate in the Program in any other manner. Referrers may not participate in the Program where doing so would be prohibited by any applicable law or regulations.

We reserve the right to modify or amend at any time these Terms and Conditions and/or the methods through which points are earned. We reserve the right to disqualify any Referrers from participation in the Program at any time at our sole discretion, including without limitation if he/she does not comply with any of these Terms and Conditions or otherwise fails to comply with any applicable laws (including, without limitation, through any failure to include any disclosures as required by DiligentSpace).

Terms:

● Referrer: DiligentSpace user who invites his/her colleagues/friends or shares referral links in social media so that others can join using the referral code. Here we need to ensure that the DiligentSpace user should be an active user, not disabled.

● Referee: Users who joined by invitations from existing DiligentSpace users or who registered using referral links of existing DiligentSpace users. Here we need to ensure that the DiligentSpace user should be an active user, not disabled.

● Point: Number to count the reward earned by the user.

Ways to refer:

a. Invite others using their emails

b. Share referral url in social media or any other internet sources

Behaviors to earn points:

a. When referee freelancer has completed profile and finished KYC verification: 1 point

b. When referee employer has completed profile, posted a job and hired a freelancer: 1 point

Incentives:

a. When the point is over 10 points, the user will have fee exemption for the months equals to the value divided by 10.

b. The points will be deducted after the first month the fee exemption was applied.

c. The fee exemption month can be applied after the next calendar month.

d. Once the fee exemption is ordered, it cannot be canceled.

8. DEFINITIONS

"Affiliate" means any entity that, directly or indirectly, through one or more intermediaries, is controlled by, or is under common control with DiligentSpace.

"Client" means any authorized User utilizing the Site to seek and/or obtain Freelancer Services from another User.

“Account” means a unique account created for You to access our Service or parts of our Service.

"Deep Fake" means media that is altered in order to replace a person in an existing image or video with someone else's likeness in a realistic manner without permission or authorization of the person whose likeness is used.

"Freelancer" means any authorized User utilizing the Site to advertise and/or provide Freelance Services to Clients, including Freelancer Accounts that are Agency Accounts or, if applicable, Agency Members. A Freelancer is a customer of DiligentSpace with respect to use of the Site and Site services.

"Freelancer Services" means any services provided by Freelancers.

"Intellectual Property Rights" means all patent rights, copyright rights, mask work rights, moral rights, rights of publicity, trademark, trade dress and service mark rights, goodwill, trade secret rights and other intellectual property rights as may now exist or hereafter come into existence, and all applications therefore and registrations, renewals and extensions thereof, under the laws of any state, country, territory or other jurisdiction.

"Means of Direct Contact" has the meaning set forth in Section 7 of the User Agreement.

"Public Site Services" means, collectively, all services, applications and products that are accessible by any Site Visitor who has not become a User through the Site, to the extent they are accessible by a Site Visitor who has not become a User.

"Site" means any and all DiligentSpace platforms, including, collectively, our website located at diligentspace.com, all affiliated websites and applications, including mobile websites and DiligentSpace Mobile Applications, owned and operated by us, our predecessors or successors in interest, or our Affiliates.

"Site Services" means, collectively, all services (except the Freelancer Services defined herein), applications and products that are accessible through the Site, including the Public Site Services, and all DiligentSpace Mobile Applications.

"DiligentSpace Mobile Applications" means all mobile applications published by DiligentSpace or our Affiliates for access to or use of the Site or any Site Services.

"User Content" means any comments, remarks, data, feedback, content, text, photographs, images, video, music, or other information that you or any Site Visitor or User post to any part of the Site or provide to DiligentSpace including such information that is posted as a result of questions.

"You" means any person who accesses our Site, including a Site Visitor or User and including any entity or agency on whose behalf any such person accesses or uses our Site.