Terms of Service
Marketplace terms of Services
Terms of Services
This website is operated by semilimes Inc.. Throughout the site, the terms “we”, “us” and “our” refer to semilimes Inc.. semilimes Inc. offers this website, including all information, tools and services available from this site to you, the user, conditioned upon your acceptance of all terms, conditions, policies and notices stated here.
By visiting our site and/ or purchasing something from us, you engage in our “Service” and agree to be bound by the following terms and conditions (“Terms of Service”, “Terms”), including those additional terms and conditions and policies referenced herein and/or available by hyperlink. These Terms of Service apply to all users of the site, including without limitation users who are browsers, vendors, customers, merchants, and/ or contributors of content.
Please read these Terms of Service carefully before accessing or using our website. By accessing or using any part of the site, you agree to be bound by these Terms of Service. If you do not agree to all the terms and conditions of this agreement, then you may not access the website or use any services. If these Terms of Service are considered an offer, acceptance is expressly limited to these Terms of Service.
Any new features or tools which are added to the current website shall also be subject to the Terms of Service. You can review the most current version of the Terms of Service at any time on this page. We reserve the right to update, change or replace any part of these Terms of Service by posting updates and/or changes to our website. It is your responsibility to check this page periodically for changes. Your continued use of or access to the website following the posting of any changes constitutes acceptance of those changes.
SECTION 1 – GENERAL TERMS OF USAGE
By agreeing to these Terms of Service, you represent that you are at least the age of majority in your state or province of residence, or that you are the age of majority in your state or province of residence and you have given us your consent to allow any of your minor dependents to use this site.
You may not use our products and services for any illegal or unauthorized purpose nor may you, in the use of the Service, violate any laws in your jurisdiction (including but not limited to copyright laws).
You must not transmit any worms or viruses or any code of a destructive nature.
A breach or violation of any of the Terms will result in an immediate termination of your Services.
SECTION 2 - GENERAL CONDITIONS
We reserve the right to refuse service to anyone for any reason at any time.
You understand that your content (not including credit card information), may be transferred unencrypted and involve (a) transmissions over various networks; and (b) changes to conform and adapt to technical requirements of connecting networks or devices. Credit card information is always encrypted during transfer over networks.
You agree not to reproduce, duplicate, copy, sell, resell or exploit any portion of the Service, use of the Service, or access to the Service or any contact on the website through which the service is provided, without express written permission by us.
The headings used in this agreement are included for convenience only and will not limit or otherwise affect these Terms.
SECTION 3 - ACCURACY, COMPLETENESS AND TIMELINESS OF INFORMATION
We are not responsible if information made available on this site is not accurate, complete or current. The material on this site is provided for general information only and should not be relied upon or used as the sole basis for making decisions without consulting primary, more accurate, more complete or more timely sources of information. Any reliance on the material on this site is at your own risk.
This site may contain certain historical information. Historical information, necessarily, is not current and is provided for your reference only. We reserve the right to modify the contents of this site at any time, but we have no obligation to update any information on our site. You agree that it is your responsibility to monitor changes to our site.
SECTION 4 - MODIFICATIONS TO THE SERVICE AND PRICES
Prices for our products and services are subject to change without notice.
We reserve the right at any time to modify or discontinue the Service (or any part or content thereof) without notice at any time.
We shall not be liable to you or to any third-party for any modification, price change, suspension or discontinuance of the Service.
SECTION 5 - PRODUCTS OR SERVICES
Certain products or services may be available exclusively online through the website. These products or services may have limited quantities.
We reserve the right, but are not obligated, to limit the sales of our products or Services to any person, legal entity, geographic region or jurisdiction. We may exercise this right on a case-by-case basis. We reserve the right to limit the quantities of any products or services that we offer. All descriptions of products or product pricing are subject to change at anytime without notice, at the sole discretion of us. We reserve the right to discontinue any product at any time. Any offer for any product or service made on this site is void where prohibited.
We do not warrant that the quality of any products, services, information, or other material purchased or obtained by you will meet your expectations, or that any errors in the Service will be corrected.
SECTION 6 - ACCURACY OF BILLING AND ACCOUNT INFORMATION
We reserve the right to refuse any order or service request you place with us. We may, in our sole discretion, limit or cancel quantities purchased per person, per legal entity per household or per order. These restrictions may include orders placed by or under the same customer account, the same credit card, and/or orders that use the same billing and/or shipping address. In the event that we make a change to or cancel an order, we may attempt to notify you by contacting the e-mail and/or billing address/phone number provided at the time the order was made. We reserve the right to limit or prohibit orders that, in our sole judgment, appear to be placed by dealers, resellers or distributors.
You agree to provide current, complete and accurate purchase and account information. You agree to promptly update your account and other information, including your email address and credit card numbers and expiration dates, so that we can complete your transactions and contact you as needed.
SECTION 7 - OPTIONAL TOOLS
We may provide you with access to third-party tools over which we neither monitor nor have any control nor input.
You acknowledge and agree that we provide access to such tools ”as is” and “as available” without any warranties, representations or conditions of any kind and without any endorsement. We shall have no liability whatsoever arising from or relating to your use of optional third-party tools.
Any use by you of optional tools offered through the site is entirely at your own risk and discretion and you should ensure that you are familiar with and approve of the terms on which tools are provided by the relevant third-party provider(s).
We may also, in the future, offer new services and/or features through the website (including, the release of new tools and resources). Such new features and/or services shall also be subject to these Terms of Service.
SECTION 8 - THIRD-PARTY LINKS
Certain content, products and services available via our Service may include materials from third-parties.
Third-party links on this site may direct you to third-party websites that are not affiliated with us. We are not responsible for examining or evaluating the content or accuracy and we do not warrant and will not have any liability or responsibility for any third-party materials or websites, or for any other materials, products, or services of third-parties.
We are not liable for any harm or damages related to the purchase or use of goods, services, resources, content, or any other transactions made in connection with any third-party websites. Please review carefully the third-party's policies and practices and make sure you understand them before you engage in any transaction. Complaints, claims, concerns, or questions regarding third-party products should be directed to the third-party.
SECTION 9 - USER COMMENTS, FEEDBACK AND OTHER SUBMISSIONS
If, at our request, you send certain specific submissions (for example contest entries) or without a request from us you send creative ideas, suggestions, proposals, plans, or other materials, whether online, by email, by postal mail, or otherwise (collectively, 'comments'), you agree that we may, at any time, without restriction, edit, copy, publish, distribute, translate and otherwise use in any medium any comments that you forward to us. We are and shall be under no obligation (1) to maintain any comments in confidence; (2) to pay compensation for any comments; or (3) to respond to any comments.
We may, but have no obligation to, monitor, edit or remove content that we determine in our sole discretion are unlawful, offensive, threatening, libelous, defamatory, pornographic, obscene or otherwise objectionable or violates any party’s intellectual property or these Terms of Service.
You agree that your comments will not violate any right of any third-party, including copyright, trademark, privacy, personality or other personal or proprietary right. You further agree that your comments will not contain libelous or otherwise unlawful, abusive or obscene material, or contain any computer virus or other malware that could in any way affect the operation of the Service or any related website. You may not use a false e-mail address, pretend to be someone other than yourself, or otherwise mislead us or third-parties as to the origin of any comments. You are solely responsible for any comments you make and their accuracy. We take no responsibility and assume no liability for any comments posted by you or any third-party.
SECTION 10 - ERRORS, INACCURACIES AND OMISSIONS
Occasionally there may be information on our site or in the Service that contains typographical errors, inaccuracies or omissions that may relate to product descriptions, pricing, promotions, offers, product shipping charges, transit times and availability. We reserve the right to correct any errors, inaccuracies or omissions, and to change or update information or cancel orders if any information in the Service or on any related website is inaccurate at any time without prior notice (including after you have submitted your order).
We undertake no obligation to update, amend or clarify information in the Service or on any related website, including without limitation, pricing information, except as required by law. No specified update or refresh date applied in the Service or on any related website, should be taken to indicate that all information in the Service or on any related website has been modified or updated.
SECTION 11 - PROHIBITED USES
In addition to other prohibitions as set forth in the Terms of Service, you are prohibited from using the site or its content: (a) for any unlawful purpose; (b) to solicit others to perform or participate in any unlawful acts; (c) to violate any international, federal, provincial or state regulations, rules, laws, or local ordinances; (d) to infringe upon or violate our intellectual property rights or the intellectual property rights of others; (e) to harass, abuse, insult, harm, defame, slander, disparage, intimidate, or discriminate based on gender, sexual orientation, religion, ethnicity, race, age, national origin, or disability; (f) to submit false or misleading information; (g) to upload or transmit viruses or any other type of malicious code that will or may be used in any way that will affect the functionality or operation of the Service or of any related website, other websites, or the Internet; (h) to collect or track the personal information of others; (i) to spam, phish, pharm, pretext, spider, crawl, or scrape; (j) for any obscene or immoral purpose; or (k) to interfere with or circumvent the security features of the Service or any related website, other websites, or the Internet. We reserve the right to terminate your use of the Service or any related website for violating any of the prohibited uses.
SECTION 12 - DISCLAIMER OF WARRANTIES; LIMITATION OF LIABILITY
We do not guarantee, represent or warrant that your use of our service will be uninterrupted, timely, secure or error-free.
We do not warrant that the results that may be obtained from the use of the service will be accurate or reliable.
You agree that from time to time we may remove the service for indefinite periods of time or cancel the service at any time, without notice to you.
You expressly agree that your use of, or inability to use, the service is at your sole risk. The service and all products and services delivered to you through the service are (except as expressly stated by us) provided 'as is' and 'as available' for your use, without any representation, warranties or conditions of any kind, either express or implied, including all implied warranties or conditions of merchantability, merchantable quality, fitness for a particular purpose, durability, title, and non-infringement.
In no case shall semilimes Inc., our directors, officers, employees, affiliates, agents, contractors, interns, suppliers, service providers or licensors be liable for any injury, loss, claim, or any direct, indirect, incidental, punitive, special, or consequential damages of any kind, including, without limitation lost profits, lost revenue, lost savings, loss of data, replacement costs, or any similar damages, whether based in contract, tort (including negligence), strict liability or otherwise, arising from your use of any of the service or any products procured using the service, or for any other claim related in any way to your use of the service or any product, including, but not limited to, any errors or omissions in any content, or any loss or damage of any kind incurred as a result of the use of the service or any content (or product) posted, transmitted, or otherwise made available via the service, even if advised of their possibility. Because some states or jurisdictions do not allow the exclusion or the limitation of liability for consequential or incidental damages, in such states or jurisdictions, our liability shall be limited to the maximum extent permitted by law.
SECTION 13 - INDEMNIFICATION
You agree to indemnify, defend and hold harmless semilimes Inc. and our parent, subsidiaries, affiliates, partners, officers, directors, agents, contractors, licensors, service providers, subcontractors, suppliers, interns and employees, harmless from any claim or demand, including reasonable attorneys’ fees, made by any third-party due to or arising out of your breach of these Terms of Service or the documents they incorporate by reference, or your violation of any law or the rights of a third-party.
SECTION 14 - SEVERABILITY
In the event that any provision of these Terms of Service is determined to be unlawful, void or unenforceable, such provision shall nonetheless be enforceable to the fullest extent permitted by applicable law, and the unenforceable portion shall be deemed to be severed from these Terms of Service, such determination shall not affect the validity and enforceability of any other remaining provisions.
SECTION 15 - TERMINATION
The obligations and liabilities of the parties incurred prior to the termination date shall survive the termination of this agreement for all purposes.
These Terms of Service are effective unless and until terminated by either you or us. You may terminate these Terms of Service at any time by notifying us that you no longer wish to use our Services, or when you cease using our site.
If in our sole judgment you fail, or we suspect that you have failed, to comply with any term or provision of these Terms of Service, we also may terminate this agreement at any time without notice and you will remain liable for all amounts due up to and including the date of termination; and/or accordingly may deny you access to our Services (or any part thereof).
SECTION 16 - ENTIRE AGREEMENT
The failure of us to exercise or enforce any right or provision of these Terms of Service shall not constitute a waiver of such right or provision.
These Terms of Service and any policies or operating rules posted by us on this site or in respect to The Service constitutes the entire agreement and understanding between you and us and govern your use of the Service, superseding any prior or contemporaneous agreements, communications and proposals, whether oral or written, between you and us (including, but not limited to, any prior versions of the Terms of Service).
Any ambiguities in the interpretation of these Terms of Service shall not be construed against the drafting party.
SECTION 17 - GOVERNING LAW
These Terms of Service and any separate agreements whereby we provide you Services shall be governed by and construed in accordance with the laws of Switzerland. The Vienna Convention on Contracts for the International Sale of Goods is excluded.
SECTION 18 - CHANGES TO TERMS OF SERVICE
You can review the most current version of the Terms of Service at any time at this page.
We reserve the right, at our sole discretion, to update, change or replace any part of these Terms of Service by posting updates and changes to our website. It is your responsibility to check our website periodically for changes. Your continued use of or access to our website or the Service following the posting of any changes to these Terms of Service constitutes acceptance of those changes.
SECTION 19 - CONTACT INFORMATION
Questions about the Terms of Service should be sent to us at email@example.com.
Marketplace terms of Services
semilimes marketplace, a website and online product (collectively the “Marketplace”, “semilimes marketplace”, “semilimes”), of semilimes Inc. and/or any of its affiliates ("we,""us," or "our"), provides its Services (as defined below) to you through its web site located at www.semilimes.com (the “Site”), subject to this Marketplace Terms of Service agreement (“TOS”). By accepting these TOS or by accessing or using the Service or Marketplace, online and/or mobile website, and software provided on or in connection with Marketplace, you acknowledge that you have read, understood, and agree to be bound by these TOS. If you are entering into these TOS on behalf of a company, business or other legal entity, you represent that you have the authority to bind such entity and its affiliates to these TOS, in which case the terms “you” or “your” shall refer to such entity and its affiliates. If you do not have such authority, or if you do not agree with these TOS, you must not accept this TOS and may not use the Marketplace.
As part of the registration process, you will identify an administrative username and password for your account (“Account”).
By accepting these TOS, as you access our marketplace, you agree that these TOS will apply whenever you use the TOS, or when you use the tools we make available to interact with the marketplace. Some services of semilimes may have additional or other terms that we provide to you when you use those services.
We are unable to support Registered Users from North Korea, Iran, Syria, Cuba, Sudan (Republic of Sudan or North Sudan), South Sudan (Republic of South Sudan) and Region of Crimea and other countries or regions, which are under embargo by the US, UN and the EU.
PLEASE READ THIS DOCUMENT CAREFULLY AND BE SURE YOU UNDERSTAND IT FULLY, BECAUSE IT EXPLAINS AND CONTROLS YOUR LEGAL RELATIONSHIP WITH US AND YOUR RIGHTS RELATED TO YOUR USE OF THE MARKETPLACE AND SERVICE.
SECTION 1 - SERVICES
semilimes marketplace is an online platform that enables buyers of professional and other services (“Clients”) to search for, enter into and manage transactions with providers of professional and other services (“Freelancers”). Clients and Freelancers are collectively referred to as “Registered Users”. The Marketplace provides Services that enable Clients to create profiles, post jobs, search for Freelancers, communicate with Freelancers, negotiate with Freelancers, convert job post into contracts with Freelancers, manage contracts, pay contract milestones through the semilimes escrow account to Freelancers and leave feedback for Freelancers.
The Marketplace provides Services that enable Freelancers to create profiles, apply to Client’s job posts, submit quotes, negotiate with Clients, obtain job contracts, manage contract milestones, request payments from semilimes escrow account, obtain feedback from Clients.
The Service is designed to connect Registered Users. We are not a party to any contractual agreements between Client and Freelancer in the online venue, we merely facilitate connections between the Registered Users.
We may add, delete or modify some or all of such Services at any time at our sole discretion with reasonable notice posted in advance on the Site. Any new features added to or augmenting the Service are also subject to this TOS.
1.1. The Client and the Freelancer
In the Marketplace, a Client creates a job post. A Freelancer can apply to the job post. When a Client confirm a Freelancer’s application, the job post is converted into job contract ("Contract"), which is a contractual provision between the Client and the Freelancer. Each Contract contains one or many fixed price milestones ("Contract milestones"). Recurring milestones can be set up for each Contract.
On Commencement of a Contract milestone, the Client pays funds into the semilimes escrow account. Each Contract milestone has it’s due date. A Freelancer must submit his work on or before the milestone due date. Upon Contract milestone submission date or on it’s due date, a Client must review the results, delivered by a Freelancer within the seven (7) days after the Contract milestone due date or after the date of milestone submission. If Client is satisfied with deliverables submitted by a Freelancer, he has to to confirm Contract milestone. Alternatively, a Client can request a change for the milestone deliverables.
A Freelancer can accept the Client’s request to change Contract milestone or file a dispute, in accordance to the procedure, set forth herein.
Once the Contract milestone has been completed and it’s deliverables are approved by a Client, a Freelancer will raise a payment withdrawal request to receive payment from the semilimes escrow account.
Under the circumstances described herein, a Freelancer can file a dispute to Client’s actions.
Services in accordance to the Contract are provided by Freelancers directly to Clients, who determine the deliverables, price and all other requirements. Whether or not a Contract is offered and/or accepted is entirely at the discretion of the Client/Freelancer. semilimes has no control over this process, neither the formation of a Contract between Registered Users will not, under any circumstance, create an employment relationship between semilimes and a Freelancer.
The engagement, contracting and management of a Contract and it’s milestones are between a Client and a Freelancer.
Upon acceptance of a job post, a Client agrees to purchase, and a Freelancer agrees to deliver, the services and related deliverables in accordance with the following agreements: (a) the agreement between Client and Freelancer including the Contract milestone amount, milestone description, and other terms and conditions as communicated between Client and Freelancer on the Site or otherwise, (b) these TOS (c) any other content uploaded to the Site by semilimes (d) any other agreements, with respect to the Contract, into which Registered Users may enter into, provided that such agreements do not conflict, narrow or expand rights and obligations of Freelancers and Clients under these TOS and Contract.
You agree not to enter into any contractual provisions in conflict with these TOS. Any provision of a Contract in conflict with these TOS is void. Client is responsible for managing, inspecting, accepting and paying for satisfactory services and deliverables in accordance with the Contract and it’s milestones in a timely manner. Freelancer is responsible for the performance and quality of the services in accordance with the Contract and it’s milestones in a timely manner.
Client and Freelancer each acknowledges and agrees that their relationship is that of independent contractors. A Freelancer shall perform services as an independent contractor and nothing in these TOS shall be deemed to create a partnership, joint venture, agency, or employer-employee relationship between Client and Employer or between semilimes and any Client or Freelancer.
SECTION 2 - ACCOUNTS
To access the Site, users have to register for an account, provide accurate and complete information, and keep their account information updated. Both Clients and Freelancers undergo the same account registration process. Users cannot register for more than one account. A user must create his/her or its account personally and manually and may not create accounts by any automated means.
Each account must be a personal account, but users may act in Marketplace as a sole trader, company or any other legal entity (whether incorporated or unincorporated). The purchase and sale of accounts and the creation of accounts for others is expressly prohibited.
semilimes reserves the right to restrict your access, temporarily or indefinitely block your account, stop any Contract or Contract milestone you have in progress, warn other Freelancers and Clients of your actions or issue you a warning if we are unable to verify or authenticate any information you provide to us and/or we believe that your actions may cause any loss or liability to our Registered Users or to us.
Users are solely responsible for any activity that occurs on their account, unless it is a result of actions beyond their control.
SECTION 3 – PAYMENTS
semilimes allows Clients to pre-fund the Freelancer’s work by paying the Contract milestone amount to the semilimes escrow account and to release this prepayment to the Freelancer’s semilimes account. The Freelancer issues a withdrawal request to transfer funds from his semilimes account to his bank account or payment system account.
Upon the Contract milestone commencement, a Client will make a Contract milestone prepayment to the semilimes escrow account. To prepay a Contract milestone to the semilimes escrow account, a Client needs to initiate the payment from his authorized payment account.
An authorized payment account of a Client can be either a bank account under the user's name, or account in any other payment system, as stated in the Client’s semilimes user profile settings.
A Freelancer should not start the execution of tasks, agreed in the Contract milestone, before a Client’s prepayment of a Contract milestone.
Upon the Contract milestone approval by the Client, the Contract milestone prepayment will be released from the semilimes escrow account to Freelancer’s semilimes account.
To withdraw funds from the Freelancer’s semilimes account, a Freelancer needs to request a withdrawal on an authorized withdrawal account. An authorized withdrawal account can be either a bank account or an account in any other payment system, under the user's name as stated in the semilimes user profile settings. semilimes processes payments daily and will send the money to a Freelancer via the payment method, selected by the Freelancer for the withdrawal.
For security reasons, semilimes reserves the right to request additional information from Registered Users, including original documents, and to verify documents with issuing institutions. Therefore, we reserve the right to request the documents, which are proving the identity of a Registered User and/or the credit card details and/or Credit or Debit Card Bank Statement of the card used on your semilimes account and/or statement of the payment system used on your semilimes account.
Before any payments are released from the Freelancer’s semilimes account to the Freelancer’s payment method, they are routinely checked by us for fraud prevention purposes. We aim to process these payments within three (3) working days, however we reserve the right to take up to five (5) working days.
Clients agree to use the semilimes escrow account to make all payments for a Freelancer’s work, whether fist-time, repeat, or follow-on. You also agree not to take any action directly or indirectly to circumvent the semilimes marketplace for transferring funds for the Freelancer’s work. As a Freelancer, you agree to use semilimes marketplace to receive all payments from Clients identified through the semilimes marketplace, whether first-time, repeat, or follow-on. Registered Users must report attempts or offers to make payment outside of semilimes marketplace by their Clients or Freelancers to semilimes immediately.
You acknowledge and agree that we may at our sole discretion, from time to time, appoint our related bodies corporate, affiliates, or any other third party to act as our agent to accept or make payments related to the Services in semilimes marketplace.
semilimes uses third-party service providers to process payments by Clients to the semilimes escrow account and to transfer funds to Freelancers from their semilimes accounts. These third-party payment service providers are regulated and authorised to provide payment services in the countries where they operate. We may share your personal or transactional information with third-party payment service providers when it is necessary to process payments.
SECTION 4 - FUNDS
Clients may have positive funds in the semilimes escrow account if they have deposited payment for a Contract milestone. Freelancers may have positive funds in their Freelancer semilimes account if they have successfully completed a Contract milestone, and funds have been released to them from the semilimes escrow account.
Funds in a Client’s semilimes Escrow account and a Freelancer’s semilimes account are held by us in our operating accounts held with financial institutions. These funds are not held separately by us, and may be commingled with funds of other Registered Users and amount fees owed to semilimes. Such commingled funds could be used to pay other Registered 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 these TOS.
We are not a bank or other licensed financial institution and do not provide banking services or any financial services to Registered Users.
To the extent that we are required to release funds from your Freelancer semilimes account to you, you will become our unsecured creditor until such funds are paid to you.
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 Registered User for any imputed interest on such funds.
We are not acting as a trustee or fiduciary with respect to such funds or payments subject to these TOS.
The amount of funds showing in your semilimes Freelancer account or semilimes escrow account is not insured by any Financial Services Compensation Scheme or any other government agency and is not a guaranteed deposit.
Funds may only be loaded into your semilimes escrow account or released from your Freelancer seemilimes account by us and you must only use the mechanisms available on the Site to pay for, or receive funds. Any refunds required to be processed in your favour will be returned only to the source of the original deposit, and cannot be redirected to any other payment source.
We will endeavour to ensure that the funds in the semilimes escrow account or Freelancer seemilimes account are available to the Registered Users in accordance with these TOS but do not guarantee that they will be available to the Registered Users in circumstances which are unforeseen or beyond our control.
If we have to return funds to a Client due to the Client’s (contrary to these TOS) filing a dispute or requesting a payment be reversed through its credit card provider, bank or other payment system, we will be entitled to recover any such amount from a Freelancer’s semilimes account (and if insufficient monies are in Freelancer’s semilimes account), credit card or other previously made payment method if available. If we are unable to recover the amount returned to a Client from the Freelancer in full then Freelancer agrees to pay us any outstanding sums within 48 hours of semilimes making a request.
4.2. No hold on semilimes escrow account
If Contract milestones are not submitted by a Freelancer on the Contract milestone due date, it will will be assumed that the Contract milestone was not delivered by a Freelancer and the funds held in the semilimes escrow account will be automatically refunded back to a Client.
If Client does not approve or disputes the Contract milestone within seven (7) days after milestone due date or milestone submission date by a Client, it will will be assumed that the Contract milestone is approved by a Client and the funds held in the semilimes escrow account will be automatically paid to the Freelancer’s semilimes escrow account.
SECTION 5 - FEES
semilimes will charge Freelancer a fixed fee of USD 30.00 for each withdrawal of funds from Freelancer’s semilimes account to his authorized withdrawal account.
semilimes is not responsible for transaction fees and commissions, that occur when receiving or sending payment from/to authorized account of Registered User from/to his semilimes account or semilimes escrow account.
SECTION 6 - CURRENCY
All payments and funds transfers in semilimes marketplace operate in US Dollars and therefore semilimes is not responsible for currency fluctuations that occur when billing or crediting a credit or debit card denominated in a currency other than US Dollars, nor is semilimes responsible for currency fluctuations that occur when receiving or sending payment via wire transfer, check or automated clearinghouse to and from your bank account, credit card account or other payment system account.
SECTION 7 – REFUNDS AND CANCELLATIONS
A Contract milestone ends at a Contract milestone due date or upon Freelancer’s submission of a Contract milestone. A Freelancer may terminate a Contract milestone before its due date. In such case, a Contract milestone will be terminated and the prepaid amount for this milestone will be paid back to a Client from semilimes escrow account to his semilimes account.
A Client may terminate the Contract milestone before the due date. In such case, a Freelancer should stop working on the Contract milestone immediately. A Freelancer can either confirm the Contract milestone termination or file a dispute in accordance with the terms and conditions set herewith. If the Freelancer confirms the Contract milestone termination, the prepaid amount for this milestone will be paid back to the Client from the semilimes escrow account to his semilimes account.
A Client is entitled to receive a refund of funds held in the semilimes escrow account when a Freelancer does not submit a Contract milestone during the 7 days after the Contract milestone due date.
A Freelancer is entitled to receive a payment of funds from the semilimes escrow account to his semilimes account when a Client does not confirm the submitted Contract milestone or does not request changes to the submitted Contract milestone during the seven (7) days after the Contract milestone due date.
A Client and a Freelancer may mutually agree to a refund for reasons other than the previously stated in this clause however authorization of such refunds will be subject to a review by semilimes. Refunds are only applicable to funds held in the semilimes escrow account.
A Client can request a refund of the funds held in the semilimes escrow account by using our customer support at semilimes.com or emailing us firstname.lastname@example.org.If we agree to the refund, the funds will be received by the Client via the same payment method that the Client used to make the original payment to us.
We may refund funds to Clients irrespective of whether a Client has requested funds be refunded if: we are required by law or consider that we are required by law to do so; we determine that refunding funds to a Client will avoid any dispute or an increase in our costs; we refund funds to a Client in accordance with any refund policy specified by us from time to time; we find out that the original payment made by a Client is fraudulent; a Client made a duplicate payment in error; we consider, in our sole opinion, that it is likely that the refund of funds is necessary to avoid a credit card chargeback.
SECTION 8 - ELECTRONIC CONTRACTING
Your use of our Site and Service includes the ability to enter into agreements and/or to make transactions electronically. You acknowledge that your electronic submissions constitute your agreement and intent to be bound by and to pay for such agreements and transactions. Your agreement and intent to be bound by electronic submissions applies to all records relating to all transactions you enter into on semilimes, including notices of cancellation, policies, contracts, and applications. In order to access and retain your electronic records, you may be required to have certain hardware and software, which are your sole responsibility.
SECTION 9 - DISPUTES
semilimes offers semilimes dispute resolution service (“semilimes Dispute Resolution”) to those Registered Users who are engaged in a dispute over an active Contract milestone.
semilimes encourages Registered Users to try and resolve any disagreements on Contract milestone between themselves. If you are dissatisfied with the dispute settlement progress, you agree to submit your dispute to binding arbitration as set forth below.
A Dispute can be raised by the Freelancer if: the Client initiates the termination of the active Contract milestone; the Client initiates a reduction in the initially confirmed payment amount for the active Contract milestone; the Client initiates a change of a submitted Contract milestone.
In any dispute between a Client and a Freelancer which cannot be resolved through negotiation, you expressly agree to and acknowledge that semilimes or a third party chosen by us will arbitrate the dispute in accordance with these TOS.
You acknowledge and agree that semilimes will interpret any Contract milestone based on the transaction’s course of dealing and common industry practices. Specifically, in rendering its decision, the arbitrator shall only be obliged to consider the following: the Contract milestone; the parties’ course of dealings, as evidenced by activity on or communications through the semilimes marketplace, the Contract milestone itself and any information or communication that a Client and a Freelancer agree should be considered.
semilimes shall render its decision within seven (7) business days of filing the dispute via the semilimes marketplace.
You agree that the decision of semilimes, acting as an arbitrator, shall be final, binding, and not subject to appeal. The disputed funds shall be dealt with in accordance with the resolution decision and these TOS.
In the event that you are the prevailing party in its arbitration decision, you agree that you shall have no right, title to, interest in or license to the Contract milestone that is the subject matter of the dispute.
You agree and acknowledge that: semilimes is not providing legal services to you; semilimes will not advise you regarding any legal matters; if you desire to have legal counsel, you will seek independent legal counsel licensed to practice law in your jurisdiction and not rely on semilimes for any such counsel; you agree and accept that any payments and/or other actions made by semilimes in accordance with the resolution decision of a dispute are made in good faith and Registered Users shall have no cause of action against us (whether in contract, tort or otherwise) in respect of the resolution decision or any such actions or payments made pursuant to it. Registered Users further agree and accept that they have no right to seek to hold us liable for a Client’s or Freelancer’s alleged actions or failures; semilimes will use the e-mail address corresponding with your account in semilimes or semilimes messenger tool to notify and communicate with you with regard to any dispute; semilimes involvement with the dispute ends once the resolution in relation to the dispute has been communicated.
SECTION 10 - LIABILITY
semilimes marketplace is not a party to the dealing, contracting and fulfillment of any Contract milestone between a Client and a Freelancer. semilimes has no control over and does not guarantee the quality, safety or legality of any services performed or deliverables created, advertised, the truth or accuracy of project listings, the qualifications, background, or abilities of Registered Users, the ability of Freelancers to perform services, the ability of Client to pay for services, or that an Client or Freelancer can or will actually complete a Contract milestone. semilimes is not responsible for and will not control the manner in which a Freelancer operates and is not involved in the hiring, firing, discipline or working conditions of the Freelancer. All rights and obligations for the purchase and sale of services or other deliverables are solely between a Client and a Freelancer. semilimes marketplace will not provide any Freelancer with any materials or tools to complete any Contract milestone.
Clientand Freelancer each acknowledges and agrees that the value, reputation, and goodwill of the semilimes marketplace depend on their performance of their covenants and agreements as set forth in their Contract. Client and Freelancers further agree that semilimes has the right to take such actions as, without limitation, suspension, termination, or any other legal actions, as semilimes in its sole discretion deems necessary to protect the value, reputation, and goodwill of the semilimes marketplace.
These TOS and any registration for or subsequent use of semilimes marketplace by any Registered User will not be construed as creating or implying any relationship of agency, franchise, partnership or joint venture between you and us, except and solely to the extent expressly stated.
You are responsible for paying any taxes, including any goods and services or value added taxes, which may be applicable depending on the jurisdiction of the services provided.
Depending on your residency or location, you may be subject to certain ad valorem or other taxes on certain fees that we charge. These taxes will be added to fees billed to you, if applicable.
You acknowledge that you must comply with your obligations under income tax provisions in your jurisdiction.
SECTION 11 - GOVERNING LAW
Any and all claims, causes of action or disputes (regardless of theory) between you and us arising out of or related to these TOS our Site and Services or content accessed through our sites and services will be governed by thе laws of Switzerland. The Vienna Convention on Contracts for the International Sale of Goods is excluded.
SECTION 12 - WARRANTIES
You represent and warrant to semilimes that you have full power and authority to enter into this TOS and you have obtained all permissions, releases, rights or licenses required to engage in your activities in connection with the Services without obtaining any further releases or consents; your activities in connection with the Service do not and will not violate, infringe, or misappropriate any third party’s copyright, trademark, right of privacy or publicity, or other personal or proprietary right.
The Service may be temporarily unavailable for scheduled maintenance or for unscheduled emergency maintenance. However, the Service, including the Site and Marketplace, and all server and network components are provided on an “as is” and “as available” basis without any warranties of any kind, and semilimes expressly disclaims any and all warranties, whether express or implied, including, but not limited to, the implied warranties of merchantability, title, fitness for a particular purpose, and non-infringement. You acknowledge that semilimes does not warrant that the Service and Marketplace will be uninterrupted, timely, secure, error-free or virus-free, nor does it make any warranty as to the results that may be obtained from use of the Services.
SECTION 13 - ENTIRE AGREEMENT
These TOS constitute the entire agreement between you and us and supersede any prior written or oral agreement. If any provision of these TOS is found by a court of competent jurisdiction to be unenforceable, all other provisions of these TOS will remain in full force and effect.
These TOS contain the entire agreement between you and us with respect to the subject matter hereof and supersede all prior or contemporaneous communications and proposals, whether electronic, oral or written, between you and us with respect to the Service.
If any provision of this TOS is found to be unenforceable or invalid, that provision will be limited or eliminated to the minimum extent necessary so that this TOS will otherwise remain in full force and effect and enforceable. Both parties agree that this TOS and any Additional Terms as applicable, are the complete and exclusive statement of the mutual understanding of the parties.
In any action or proceeding to enforce rights under this TOS, the prevailing party will be entitled to recover costs and attorneys’ fees.
SECTION 14 - PRIVACY AND CONFIDENTIALITY
SECTION 15 - POLICY CHANGE AND UPDATE
We reserve the right to revise these TOS and all linked information from time to time in our sole discretion by updating this posting or any linked information. Unless otherwise provided in such revision, the revised terms will take effect when they are posted on the Site. You can review the most current version of this TOS at any time via www.semilimes.com. If you continue using marketplace after the posting of TOS update on the Site, it will constitute your acceptance of the revised TOS. If any change to this TOS is not acceptable to you, your only remedy is stop using the Services.
SECTION 16 - TERMINATION
semilimes reserves the right, in its sole discretion, to restrict, suspend, or terminate these TOS and/or your access to all or any part of the Site or the Service at any time and for any reason without prior notice or liability. semilimes reserves the right to change, suspend, or discontinue all or any part of the Site at any time without prior notice or liability. All our accrued liabilities for payments will survive the termination of this TOS.
SECTION 17 - INDEMNITY
You agree to defend, hold harmless and indemnify us from and against any and all losses, costs, expenses, damages or other liabilities incurred by us from and against any cost, liability, loss, damage, cause of action, claim, suit, proceeding, demand or action brought by a third party against us: in connection with your use of the Services including any payment obligations incurred through use of the semilimes escrow service; or resulting from: your use of the Site; your decision to supply personal financial information via Site; your decision to submit job posts and confirm Contract milestone from other Registered Users; any breach of Contract or other claims made by Registered Users with which you conducted business through semilimes marketplace; your breach of any provision of these TOS; any liability arising from the tax treatment of payments or any portion thereof; any negligent or intentional wrongdoing by any Registered User; any act or omission of yours with respect to the payment of fees to any Freelancer; your dispute of or failure to pay any Payment; or your obligations to a Freelancer. Any such indemnification shall be conditioned on our: notifying you in writing of any such claim, demand, action, cost, liability, loss or threat of any thereof; cooperating with you in the defence or settlement thereof; and allowing you to control such defence or settlement. We shall be entitled to participate in such defence through our own counsel at our own cost and expense. We reserve the right to report any wrongdoing of which we become aware to the applicable government agencies or otherwise.
SECTION 18 – NO AGENCY
Nothing in these TOS will be deemed to constitute semilimes as your agent with respect to any service purchased and sold by Registered Users through the semilimes marketplace, or expand or modify any warranty, liability or indemnity stated in these TOS.
SECTION 19 - FRAUD
We reserve the right to seek reimbursement from you, and you will reimburse us, if we discover a fraudulent transaction, erroneous or duplicate transaction, or if we receive a charge back or reversal from any Client’s credit card company, bank, or any other financial system for any reason. You agree to and acknowledge our right to investigate any and all transactions for fraud. Further, you agree to cooperate with any reasonable requests made by us in an effort to investigate fraud. You agree that we have the right to obtain such reimbursement by charging your semilimes account or semilimes escrow account, deducting amounts from future transfers, charging your credit card or any bank account associated with your account in semilimes, or obtaining reimbursement from you by any other lawful means, including using a third party collection agency.
SECTION 20 - CONTACTS
When you use Site and Marketplace, or send e-mails to us, you are communicating with us electronically. You consent to receive communications from us electronically. We will communicate with you by e-mail or by posting notices on our Site and Marketplace. You agree that all agreements, notices, disclosures and other communications that we provide to you electronically satisfy any legal requirement that such communications be in writing.
Please contact us at email@example.com if you have any questions regarding these TOS.
Welcome to semilimes, Inc.
semilimes, Inc. is the legal owner of semilimes’ commercial intangibles such as patents, trademarks, know how, etc.
semilimes, Inc. is the legal owner of the semilimes brand and other related brands incl. domain names. The company undertakes to develop and support the semilimes brand through semilimes brand design guidelines, semilimes corporate websites, etc.
semilimes, Inc. undertakes a number of activities to develop and support the semilimes trade intangibles. These activities include but are not limited to:
- Software development
- Creation and maintenance of public and internal websites, and technical files
- Data research and analysis
- Risk management
- Marketing activities
Cookies generally do not hold any information to identify an individual person, but are instead used to identify a browser on an individual machine.
semilimes uses your personal information to process your enquiry to ensure that you receive the advice and service you have requested and for internal administration and marketing. We will not pass your information to any third party other than a company within our group of companies and/or any authorized agent or dealer who may assist us in providing you with the information you require.
We do not sell, rent or distribute your personal information to any third parties (except as stated above) for marketing purposes without your express permission to do so. semilimes takes the issue of confidentiality very seriously and we shall ensure that your personal information remains confidential.
You may prevent the storage of cookies by selecting the appropriate settings on your browser software; however, we must advise you that in this case, you might not be able to use all functions of this website to the full extent.
Links to External Websites
This website contains hyperlinks to external websites. We do not take any liability for external content. At the time of our last visit of external sites no violations of the law were noticed.