QUERITEL.COM TERMS OF SERVICE

Last Updated: April 1, 2019

  1. Your Acceptance

Welcome to the Terms of Service for Queritel.com and any services provided by Queritel (collectively referred to as the "Platform”). This is an agreement ("Agreement”) between Queritel Limited, Ltd. ("Queritel”), the owner and operator of the Platform and you ("you”, "your” or "user(s)”), a user of the Platform.   Users wishing to provide any Service Provider Services (defined below) will have to agree to additional terms, which apply to Service Providers ("Service Provider(s)”).   Users wishing to hire any Service Providers shall be referred to as "Client(s)”. Throughout this Agreement, the word "Queritel,”  "Queritel.com,” "us,”  "we,” and "our,” refer to our company, Queritel Limited, Ltd., as is appropriate in the context of the use of the words.

By clicking "I agree” or accessing the Platform you agree to be bound by this Agreement and the Privacy Policy.  We may amend this Agreement at any time and may notify you if we do so.    PLEASE BE AWARE THAT THERE ARE ARBITRATION AND CLASS ACTION PROVISIONS THAT MAY AFFECT YOUR RIGHTS.

  1. User Accounts and Sign-up

Portions of the Platform may require you to create a login or sign-up for an account. You must fully complete the registration process by providing us with your current, complete, truthful, and accurate information as prompted by the applicable registration form.  Where required, Queritel may also assign you a username and password. You are entirely responsible for maintaining the confidentiality of your password and account and for any and all activities that occur under your account. You agree to notify Queritel immediately of any unauthorized use of your account or any other breach of security. Queritel will not be liable for any losses you incur as a result of someone else using your password or account, either with or without your knowledge. However, you could be held liable for losses incurred by Queritel or another party due to someone else using your account or password. You may not use anyone else’s account at any time, without the permission of the account holder.   Companies may register via the Platform but may only have one user account unless otherwise permitted.  If you are registering on behalf of your company, you represent and warrant that you are authorized by your company to create an account on your company’s behalf. Queritel has the sole discretion in granting or denying any accounts.

  1. Platform Description

The Platform is merely offered as venue where Clients and Service Providers can identify and communicate with each other to purchase any Service Provider Services.  "Service Provider Services” are defined as any services offered by Service Provider including but not limited to, research services. The Platform may also provide secondary services subject to this Agreement, including but not limited to payment services and hosting and maintenance of User Content.  Where any Client enters into an agreement with a Service Provider to undertake any Service Provider Services, all users agree that any such contractual relationship created is solely between the parties; Queritel does not introduce, endorse, or recommend the parties and is not a party to any contracts created.

  1. Privacy

Please read Queritel’s Privacy Policy for more information regarding the collection and use of your information.

  1. User Verification

The Platform may use third party services to verify a user’s credentials. Any information or content expressed or made available by these third parties or any other users is that of the respective third party’s and not of Queritel.  Queritel neither endorses nor is responsible for the accuracy or reliability of any opinion, advice, information, or statement made on the Platform by anyone other than Queritel’s authorized employees or agents.

  1. Access to the Platform

After properly registering for the Platform, we grant you a personal, non-exclusive, fully revocable, non-assignable, non-transferable, limited right to use and access our Platform as permitted by us.  As a user, you do not receive any ownership interest in the Platform; you merely receive the right to use and access the Platform through methods solely approved by us.  All rights not explicitly granted are reserved for Queritel.  In addition, you agree to abide by the following access guidelines listed below:

  • You may not decompile, reverse engineer, disassemble, modify, rent, sell, lease, loan, distribute, or create derivative works or improvements to the Platform or any portion of the Platform.
  • You may not share your access with any other parties unless permitted by us in writing.
  • You may not violate any laws, rules or procedures of Jamaica or the location where you reside while accessing the Platform.
  • You may not violate any of our additional policies.
  • You may only access our Platform through the specific channels provided by us.
  • You may not use the Platform on a computer that is used to operate nuclear facilities, life support, or other mission critical applications where life or property may be at stake.
  • You may not sell, lease, loan, distribute, transfer, or sublicense your access to the Platform unless we provide you explicit permission in writing.

Please be aware that this is not an all-encompassing list of restrictions, if you breach any of these restrictions, we may revoke your access use our Platform, at our discretion.  Additionally, we may revoke or restrict your access to our Platform if we believe that your actions may harm or have harmed Queritel or the Platform itself. Failure by us to revoke your access does not act as a waiver of your conduct.

  1. User Content

Your ability to submit or transmit any information through the Platform, including but not limited to Deliverables (defined below), text, audio messages, videos, photos, images or any other information will be referred to as "User Content” throughout this Agreement. All User Content you submit to the Platform will be owned by you.  Please be aware that we are not required to host, display, migrate, or distribute any of your User Content and we may refuse to accept or transmit any User Content.   You agree that you are solely responsible for any User Content submitted and you release us from any liability associated with any User Content submitted.  You understand that we cannot guarantee the absolute safety and security of any such User Content.  Any User Content found to be in violation of this Agreement or that we determine to be harmful to the Platform may be modified, edited, or removed at our discretion. The Queritel does not endorse and may not verify, monitor, or restrict any of its users or any User Content submitted.  You agree that any User Content or any other information may be inaccurate, unsubstantiated or possibly even incorrect.

When submitting any User Content to our Platform you represent and warrant that you own all rights to the User Content and you have paid for or otherwise have permission to use any User Content submitted.  You further represent and warrant that by posting or providing such User Content you will not violate any third party rights of any kind, including but not limited to, any copyrights, trademarks, intellectual property, rights of publicity, and/or privacy rights.

When you submit any User Content to us, you grant the Queritel, its partners, affiliates, users, representatives and assigns a non-exclusive, fully-paid, royalty-free, irrevocable, world-wide, universal, transferable, assignable license to display, publicly perform, distribute, store, broadcast, transmit, reproduce, modify, prepare derivative works and otherwise use and reuse all or part of your User Content.  It is important for you to grant us this license so that we may transmit your User Content to other users through our Platform. Additionally, although you own all User Content submitted by you, we own all layouts, arrangement, metadata and images that are used to render your User Content through our Platform.

  1. Monitoring User Content

Please be aware that Queritel does not create or post any User Content. Queritel shall have the right, but not the obligation, to monitor all User Content on the Platform at all times, including but not limited to any comment sections or feeds that may hereinafter be included as part of the Platform, to determine compliance with this Agreement and any operating rules established by us. Without limiting the foregoing, Queritel shall have the right, but not the obligation, to remove any User Content in its sole discretion. For example, we may remove User Content if we believe it violates our content guidelines or if we believe that any User Content may harm us or our business interests. We have no obligation to retain or provide you with copies of any User Content.   If you believe that any User Content is inappropriate or does not comply with this Agreement please contact us through the Platform.

  1. Platform Availability and Modification

Although we will attempt to provide continuous Platform availability to you, we do not guarantee that the Platform will always be available, work, or be accessible at any particular time.  We make no uptime guarantees.  We reserve the right to alter, modify, update, or remove our Platform at any time.  We may conduct such modifications to our Platform for security reasons, intellectual property, legal reasons, or various other reasons at our discretion, and we are not required to explain such modifications.  For example, we may provide updates to fix security flaws, or to respond to legal demands.  Please note that this is a non-binding illustration of how we might exercise our rights under this section, and nothing in this section obligates us to take measures to update the Platform for security, legal, or other reasons.

  1. Your Conduct While Using The Platform

When accessing or using our Platform, you are solely responsible for your use and for any use of the Queritel Platform made using your account.  You agree to abide by the following rules of conduct:

  • You will not copy, distribute or disclose any part of the Platform in any medium, including without limitation by any automated or non-automated "scraping”;
  • You will not attempt to interfere with, compromise the system integrity or security of, or decipher any transmissions to or from the servers running the Platform;
  • You will not use any robot, spider, crawler, scraper or other automated means or interface not provided by us to access the Platform or to extract or export data collected through the Platform;
  • You will not take any action that imposes, or may impose at our sole discretion, an unreasonable or disproportionately large load on our infrastructure;
  • You agree not to use the Platform to stalk, harass, bully or harm another individual;
  • You agree that you will not hold Queritel responsible for your use of the Platform;
  • You may not post any User Content that is violent, distasteful, indecent, or is otherwise not up to community standards;
  • You agree not to violate any requirements, procedures, policies or regulations of networks connected to Queritel;
  • You agree not to interfere with or disrupt the Platform;
  • You agree to not violate any US federal or state laws while using the Platform; and
  • You agree not to use the Platform in any way that is: misleading, unlawful, defamatory, obscene, invasive, threatening, or harassing.

If you are discovered to be undertaking any of the aforementioned actions or if we believe that any of your actions may harm Queritel’s Platform or business interests your privileges to use our Platform may at our sole discretion be terminated, revoked, or suspended.  Generally, we will provide an explanation for any suspension or termination of your use of any of our Platform, but Queritel reserves the right to suspend or terminate any account at any time without notice or explanation.

  1. Usage Information

Through the Platform we may collect your usage data.  This usage data will be used by Queritel to determine how you use our Platform and how we can improve or modify our Platform.   The information collected may be used and disseminated per our Privacy Policy.

  1. User Content Storage

Queritel may at its discretion provide reasonable storage space for any User Content submitted by you.  However, in the event that you exceed any storage capacities provided by Queritel, in our sole discretion, we reserve the right to charge you additional amounts for storing your excess User Content or we reserve the right to refuse storage of such User Content.

  1. Service Provider Services Disclaimer

Queritel EXPRESSLY DISCLAIMS ANY RESPONSIBILITY OR LIABILITY FOR ANY DAMAGE, LOSS OR INJURY ARISING OUT OF: THE ACTIVITIES OF ANY SERVICE PROVIDERS AND ANY LOSS OR INJURY ARISING OUT OF A CLIENT’S PURCHASE OF ANY SERVICE PROVIDER SERVICES OR USE OF ANY SERVICE PROVIDER SERVICES. YOU HEREBY ACKNOWLEDGE AND AGREE THAT Queritel MAY PROVIDE INFORMATION ABOUT A SERVICE PROVIDER, BASED ON LOCATION, FEATURES, OR RELEVANCY. IT IS IMPORTANT THAT YOU UNDERSTAND THAT Queritel IS NOT REQUIRED TO INDEPENDENTLY VERIFY ANY INFORMATION PROVIDED BY A SERVICE PROVIDER.  AS SUCH INFORMATION IS BASED SOLELY ON INFORMATION THAT IS SUBMITTED BY THE SERVICE PROVIDER, Queritel PROVIDES SUCH INFORMATION SOLELY FOR THE CONVENIENCE OF ALL USERS AND IS NOT AN INTRODUCTION, ENDORSEMENT, OR RECOMMENDATION BY Queritel. User releases Queritel from any liability associated with user’s use of the Platform or purchase of any Service Provider Services.   

Queritel does not control or direct the Service Provider or the Service Provider Services, including but not limited to delivery date, performance, or quality. Queritel does not derive any type of finders fee or other fee related for the matching of a Client and a Service Provider.  Queritel merely makes the Platform available to enable Service Providers to identify and determine the suitability of Clients for themselves and to enable Clients to identify and determine the suitability of Service Providers for themselves. Any opinions, advice, or information expressed by any Service Provider or Clients are those of the individual and the individual alone and they do not reflect the opinions of Queritel.  Queritel does not direct, is not an employer, has no control over, makes no representations, and does not guarantee the quality, safety or legality of any Service Provider Services provided by Service Provider.   Queritel does not set Service Provider’s work hours, work schedules, or location of work, nor is Queritel involved in determining if the Service Provider Fees will be set at an hourly or fixed rate for a Service Contract.  Queritel will not provide Service Provider with training or any equipment, labor, or materials needed for a particular Project.

  1. Contractual Agreements

Queritel is not a party to any contracts or agreements entered into between you and any other users of the Platform.  Client and Service Provider are solely responsible for agreeing upon all terms, including but not limited to payments, deliverables, and timing.   Except as otherwise expressly stated in this Agreement, Service Providers and Clients may enter into any supplemental or other written agreements ("Service Contracts”) that they deem appropriate, including but not limited to confidentiality agreements, invention assignment agreements, intellectual property assignment agreements, or other agreements.  Where any Service Contracts conflict with this Agreement, the terms and conditions of this Agreement will govern and supersede any term or condition in any Service Contracts.   Additionally, under no circumstances will an agreement between a Client and Service Provider create an employment, agency, service relationship or other contractual relationship between Queritel and any Client or Service Provider.  Furthermore, Service Contracts may not expand Queritel’s obligations or restrict any rights (collectively "Queritel’s Contractual Rights”), as stated within this Agreement. Users appoint Queritel as a third party beneficiary for any Service Contracts, in order to exercise or protect Queritel’s Contractual Rights.

  1. Payments

In order to pay for any Service Provider Services, Client may be required to pay a fee as agreed upon between Client and Service Provider.  Before using any Service Provider Services, Client authorizes Queritel to obtain a pre-authorization via its payment method, where necessary.  The timing, payment amount, fee structure, and additional costs shall all be agreed upon between Client and Service Provider.   Where payment is required, Client shall use the Platform to initiate a payment to Service Provider. Service Provider shall receive all such fees minus any fees deducted by Queritel in accordance with this Agreement or any additional agreements.   For a listing of fees and deductions, please contact us or visit the Service Provider payments page for any payments made. Client agrees that we may charge your payment method on file and you agree to pay the fee listed on the Platform.   Your credit card information or other payment method will be processed and stored by us or third party’s we hire to manage our payment processing. Although you may have a balance in your account please be aware that Queritel does not provide banking or escrow services and you may not use Queritel for such purposes.

  1. Invoices, Billing, and Other Financial Documents

Client and Service Provider shall solely be responsible for providing any invoices, billing, or other financial documentation required by the other party.  Queritel shall not assist in providing any such documentation and it is the sole responsibility of Client and Service Provider to agree upon proper invoicing, billing, or other exchange of financial documents.

  1. Refunds

All refunds shall be subject to any agreements between Client and Service Provider.  Client and Service Provider must agree to any refunds before a payment refund may be initiated by Queritel. Please be aware that refunds can only be given where the parties have agreed to such a refund. If you wish to request a refund or have an issue with any account billing, please contact us at finance@queritel.com.

  1. Non-Circumvention

Clients and Service Providers acknowledge and agree that in order for Queritel to make the Platform available, it must receive fees for all Service Provider Services offered via the Platform. In consideration for making the Platform available for Clients and Service Providers, you agree that for a period of 24 months from the time you identify or are identified by any party through the Platform, you shall use the Platform as your exclusive method to request, make, and receive all payments for any Service Provider Services or Projects, directly or indirectly, provided to or received from that party or arising out of your relationship with that party.  Users may only opt out of the non-circumvention by paying an opt out fee of  $2000 dollars or 15% of the total Service Provider Services paid for by Client in the past calendar year, whichever is greater. You agree to notify Queritel immediately if another person improperly contacts you or suggests making or receiving payments outside of the Platform.

  1. Deliverables and Client Materials

Where Service Provider and Client have agreed on any Service Provider Services, each engagement shall be referred to as a "Project.”  Service Provider shall be solely responsible for delivering any deliverable ("Deliverable(s)”) for each Project and agreeing to a Service Contract describing the Project. Where Service Provider incorporates any previous technology into any Deliverable ("Service Provider Technology”), Service Provider shall grant a non-exclusive, perpetual, fully-paid and royalty-free, irrevocable and worldwide right to use, sell, offer for sale, with all rights to sublicense, to reproduce, make derivative works of, distribute, publicly perform, and publicly display in any form or medium, whether now known or developed in the future.

Where Client submits any materials ("Client Materials”) to be used for the Project, Client grants Service Provider a limited, non-exclusive, revocable (at any time, at Client’s sole discretion) right to use the Client Materials as necessary solely for the performance of the Service Provider Services under the applicable Service Contract and pertaining to the specific Project. Client reserves all rights, title, and interest, including but not limited to, all intellectual property rights, in and to the Client Materials. Upon completion of the Project or termination of the Service Contract, or upon Client’s written request, Service Provider will immediately return all Client Materials to Client and further agrees to destroy all copies of Client Materials and Deliverables contained in or on Service Provider’s premises, systems, or any other equipment or location otherwise under Service Provider’s control.   Where required Service Provider shall provide a written confirmation to Client that all Client Materials have been either returned or destroyed.

  1. Deliverable Assignment

All Deliverables created by Service Provider and delivered to Client shall be deemed a work made for hire. Upon Service Provider’s receipt of full payment from Client, the Deliverable, including without limitation all trademarks, copyrights, patents, trade secrets, and other information (collectively "IP Right(s)”) contained in the Deliverable, will be the sole and exclusive property of Client and Queritel. Service Provider hereby automatically irrevocably assigns to Client and Queritel all right, title and interest worldwide in and to such IP Rights. Except as set forth above, Service Provider retains no rights to use, and will not challenge the validity of Client’s and Queritel’s ownership in, such IP Rights. Service Provider hereby waives any moral rights, rights of paternity, integrity, disclosure and withdrawal or inalienable rights under applicable law in and to the Deliverable or any other information contained in such Deliverables. If payment is made only for partial delivery of Deliverable, the assignment described herein applies only to the portion of Deliverable delivered.

  1. LICENSE TO OR WAIVER OF OTHER RIGHTS

If Service Provider has any right to the Deliverable, including without limitation any IP Right, that cannot be assigned to Client by Service Provider, Service Provider hereby automatically, upon Service Provider’s receipt of full payment from Client, unconditionally and irrevocably grants to Client during the term of such rights, an exclusive, even as to Service Provider, irrevocable, perpetual, worldwide, fully-paid and royalty-free license to such rights, with all rights to modify, alter, sublicense, to reproduce, make derivative works of,  broadcast, distribute, publicly perform, and publicly display in any form or medium, whether now known or developed in the future. Upon full receipt of payment by Service Provider, this license shall allow Client and Queritel to make, use, sell, import, offer for sale and exercise any and all such rights contained in the aforementioned license. Upon receipt of full payment, Service Provider unconditionally and irrevocably waives the enforcement of all IP Rights, and all claims and causes of action of any kind against Client or related to Client’s customers, with respect to such rights, and will, at Client’s request and expense, consent to and join in any action to enforce such rights.  If partial payment is made, the license shall only extend to the portions of the Deliverable paid for by Client. Service Provider will assist Client, as reasonably required and necessary at Client’s expense, both during and after the term of the Service Contract, to obtain and enforce the IP Rights relating to Deliverable in all countries. In the event Client is unable, after reasonable effort, to secure Service Provider’s signature on any document needed in connection with the foregoing, Service Provider hereby designates and appoints Client and Queritel and its duly authorized officers and agents as its agent and attorney in fact to act on its behalf for the purpose of this section and such action will have the same legal force and effect as if executed by Service Provider.

  1. Service Provider and Client Disputes

In the event of a dispute between Service Provider and user, Service Provider and Client agree to attempt to settle the dispute amicably and in good faith by contacting each other and attempting resolve such a dispute.  If such dispute cannot be settled, Service Provider or Client may contact Queritel.  Queritel, at its discretion, may assist in settling the dispute.  In the event that Queritel assists in any dispute resolution, Service Provider and Client agree to accept such resolution as resolved, binding, and final.  This section does not obligate Queritel to settle disputes between any Clients and any Service Providers and all users agree that Queritel is not a party to any such disputes.

  1. Worker Classification

Client is solely responsible and assumes all liability related to Service Provider’s status as an independent contractor or employee. Queritel disclaims any liability for such determination.   Neither Client nor Service Provider has the authority to enter into written or oral (whether implied or express) contracts on behalf of Queritel.

  1. Confidentiality

As used in this Agreement, the term "Confidential Information” means all business, technical and financial information that Client or Service Provider ("Receiving Party”) receives from the other party ("Disclosing Party”) prior to and during the provision of any Service Provider Services.  Confidential information may be identified as confidential at the time of disclosure or may include any information that should be reasonably known by the Receiving Party to be Confidential Information due to the nature of the information disclosed and the circumstances surrounding the disclosure.

Receiving Party may not use the Confidential Information except as required to fulfill any Service Provider Services or its obligations under this Agreement. Additionally, the Receiving Party shall not, directly or indirectly, communicate or in any way divulge to any other person or entity any Confidential Information without the prior written consent of Disclosing Party.  Furthermore, the Receiving Party shall restrict the disclosure of the Confidential Information only to personnel that require the Confidential Information to perform any obligations required under this Agreement.  A disclosure of Confidential Information will be immune from prosecution or civil action under the Defend Trade Secrets Act, 18 U.S.C. section 1832, if it: (a) is made (i) in confidence to a Federal, state, or local government official, either directly or indirectly, or to an attorney; and (ii) solely for the purpose of reporting or investigating a suspected violation of law; or (b) is made in a complaint or other document filed in a lawsuit or other proceeding, if such filing is made under seal.

Upon the request of the Disclosing Party, but in any event upon completion of the Service Provider Services, the Receiving Party will surrender to Disclosing Party all Confidential Information including all memoranda, notes, records, drawings, manuals, and other documents or materials (and all copies of the same) pertaining to the Confidential Information.  Where surrender of the Confidential Information is not possible, the Receiving Party shall promptly destroy the Confidential Information, and provide a written notification to Disclosing Party that such destruction has occurred.

  1. Termination

You may cancel your account at any time via your Queritel dashboard or contacting us at management@queritel.com. Please be aware that upon termination of your account, access to portions of our Platform may be become immediately disabled and any Service Provider Services not concluded may be terminated.   Any Clients who terminate an account shall still be required to pay for any Service Provider Services agreed upon that have occurred up to the date of account termination.  Before termination occurs, Client agrees that Queritel may charge all payments due and owing up until the time of termination for any Service Provider Services. We may terminate your account if we determine that: (1) you have violated any applicable laws while using our Platform; (2) if you have violated this Agreement or any other of our Platform policies; (3) if your account has remained inactive for an extended period of time; or (4) if we believe that any of your actions may harm Queritel, at our sole decision or discretion.  In the event of termination, we will generally provide you notice of termination; however, we are not required to do so.  Where we terminate your account, you agree that we may notify users about your account closure.

  1. Taxes

Depending on the laws of your jurisdiction you may be taxed for any payments or purchases.  Therefore, at the time of payment we may collect all applicable taxes related to your use of the Platform. In the event that we do not collect the applicable taxes, you agree that you are still responsible for any applicable taxes. Although no taxes may be collected by us you agree that you will pay any applicable taxes or fees to the tax agencies having jurisdiction over you.  In the event we do not collect the relevant taxes owed by you, you agree that we are not responsible for collecting, transmitting, or advising on taxes, duties, or other levies by the government regarding your payments.

  1. Chargebacks

We attempt to protect our Service Providers from chargebacks by employing different fraud detection methods.  In the event of a chargeback we will notify the Service Provider immediately and any Service Provider Services shall be immediately cancelled. If we believe that you have participated in a fraudulent chargeback we will pursue our claims against you to the fullest extent allowed by law.  Please be aware that Service Providers will not be compensated for any lost profits or time due to a chargeback by a Client.  In the event that we believe that a Client has submitted a fraudulent chargeback, we will forward your information to the applicable law enforcement agency and your fraudulent chargeback may result in either a civil fine or jail time.

  1. Idea Submission

Queritel or any of its employees do not accept or consider unsolicited ideas, including but not limited to ideas relating to processes, technologies, product enhancements, or product names. Please do not submit any unsolicited ideas, content, artwork, suggestions, or other works ("Submissions”) in any form to Queritel. The sole purpose of this policy is to avoid potential misunderstandings or disputes when Queritel’s products might seem similar to ideas you submitted to Queritel. If, despite our request that you not send us your ideas, you agree to the following: (1) your Submissions and their contents will automatically become the property of Queritel, without any compensation to you; (2) Queritel may use or redistribute the Submissions and their contents for any purpose and in any way; (3) there is no obligation for Queritel to review the Submission; and (4) there is no obligation to keep any Submissions confidential.

  1. Intellectual Property

The name "Queritel,” the design of the Queritel Platform along with Queritel created text, writings, images, templates, scripts, graphics, interactive features and the trademarks, marks and logos contained therein ("Marks”), are owned by or licensed to Queritel.  The Marks are subject to copyright and other IP Rights under US laws and international conventions. Queritel reserves all rights not expressly granted in and to the Platform. You agree to not engage in the use, copying, or distribution of the Marks or anything else contained within the Platform unless we have given you express written permission.

  1. Representations and Warranties

THE PLATFORM AND ALL SERVICE PROVIDER SERVICES SOLD IS PROVIDED ON AN "AS IS”, "AS AVAILABLE” AND "WITH ALL FAULTS” BASIS. TO THE FULLEST EXTENT PERMISSIBLE BY LAW, NEITHER Queritel, NOR ANY OF THEIR EMPLOYEES, MANAGERS, OFFICERS, ASSIGNS OR AGENTS MAKE ANY REPRESENTATIONS OR WARRANTIES OR ENDORSEMENTS OF ANY KIND WHATSOEVER, EXPRESS OR IMPLIED, AS TO: (A) THE PLATFORM; (B) ANY INFORMATION PROVIDED VIA THE PLATFORM;  (C) ANY SERVICE PROVIDER SERVICES AVAILBLE OR (D) SECURITY ASSOCIATED WITH THE TRANSMISSION OF INFORMATION TO Queritel OR VIA THE PLATFORM. IN ADDITION, WE DISCLAIM ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, THE WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, TITLE, CUSTOM, TRADE, QUIET ENJOYMENT, SYSTEM INTEGRATION AND FREEDOM FROM COMPUTER VIRUS.

Queritel DOES NOT REPRESENT OR WARRANT THAT THE PLATFORM WILL BE ERROR-FREE OR UNINTERRUPTED; THAT DEFECTS WILL BE CORRECTED; OR THAT THE PLATFORM OR THE SERVER THAT MAKES THE PLATFORM AVAILABLE IS FREE FROM ANY HARMFUL COMPONENTS. Queritel DOES NOT MAKE ANY REPRESENTATIONS OR WARRANTIES THAT THE INFORMATION (INCLUDING ANY INSTRUCTIONS) ON THE PLATFORM ARE ACCURATE, COMPLETE, OR USEFUL. Queritel DOES NOT WARRANT THAT YOUR USE OF THE PLATFORM IS LAWFUL IN ANY PARTICULAR JURISDICTION, AND Queritel SPECIFICALLY DISCLAIMS ANY SUCH WARRANTIES.

  1. Limitation of Liability

IN NO EVENT SHALL QUERITEL, ITS OFFICERS, DIRECTORS, EMPLOYEES, OR AGENTS, BE LIABLE TO YOU FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, PUNITIVE, OR CONSEQUENTIAL DAMAGES, WHETHER BASED ON WARRANTY, CONTRACT, TORT (INCLUDING NEGLIGENCE), OR ANY OTHER LEGAL THEORY, AND WHETHER OR NOT THE COMPANY IS ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, RESULTING FROM (I) YOUR USE OR INABILITY TO USE THE PLATFORM OR ANY ERRORS, MISTAKES, OR INACCURACIES FOUND WITHIN THE PLATFORM, (II) ANY PERSONAL INJURY OR PROPERTY DAMAGE, OF ANY NATURE WHATSOEVER, RESULTING FROM YOUR ACCESS TO AND USE OF OUR PLATFORM OR FROM ANY SERVICE PROVIDER SERVICES OR PROJECTS, (III) ANY INTERRUPTION,MISINFORMATION, INCOMPLETE INFORMATION, OR CESSATION OF TRANSMISSION TO OR FROM OUR PLATFORM TO YOU, (IV) ANY BUGS, VIRUSES, TROJAN HORSES, OR THE LIKE, WHICH MAY BE TRANSMITTED TO OR THROUGH OUR PLATFORM VIA A THIRD PARTY, (V) ANY FAILURES OR DISRUPTIONS WHETHER INTENTIONAL OR UNINTENTIONAL, (VI) ANY ACTION TAKEN IN CONNECTION WITH COPYRIGHT OR OTHER INTELLECTUAL PROPERTY OWNERS OR (VII) ANY POTENTIAL OR ACTUAL LOSS OR DAMAGE TO PERSON OR PROPERTY THAT MAY OCCUR WHILE USING THE PLATFORM. THE FOREGOING LIMITATION OF LIABILITY SHALL APPLY TO THE FULLEST EXTENT PERMITTED BY LAW IN THE APPLICABLE JURISDICTION.  IN JURISDICTIONS THAT ALLOW A LIMITATION ON LIABILTY, YOU AGREE THAT OUR LIABILITY TO YOU IS NO MORE THAN THE AMOUNT YOU PAID IN THE PAST SIX MONTHS FOR SERVICES OR ONE-HUNDRED US DOLLARS, WHICHEVER IS GREATER.

SOME JURISDICTIONS DO NOT ALLOW THE LIMITATION OR EXCLUSION OF LIABILITY FOR INCIDENTAL OF CONSEQUENTIAL DAMAGES, SO THE ABOVE LIMITATION OR EXCLUSION MAY NOT APPLY TO YOU AND YOU MAY ALSO HAVE OTHER LEGAL RIGHTS THAT VARY BETWEEN JURISDICTIONS. Specifically, in those jurisdictions not allowed, we do not disclaim liability for: (a) death or personal injury caused by Queritel’s negligence or that of any of its officers, employees or agents; (b) fraudulent misrepresentation; or (c) any liability which it is not lawful to exclude either now or in the future.  The foregoing limitations on liability and any other limitations of liability set forth herein are not applicable to residents of New Jersey or similar jurisdictions exact in law.  With respect to residents of New Jersey or similar jurisdictions exact in law, Queritel shall not be liable for any damages arising out of your access to or use of the Platform, unless such damages are the result of our negligent or reckless acts or omissions; provided, however, that we shall not be liable for consequential, indirect or punitive damages.

  1. Release

In addition to the recognition that Queritel is not a party to any contract between users, you hereby release Queritel, our affiliates and our respective officers, directors, agents, subsidiaries, joint ventures, and employees from claims, demands, and damages (actual and consequential) of every kind and nature, known and unknown, arising out of or in any way connected with any dispute you have with another user, whether it be at law or in equity.  This release includes, for example and without limitation, any disputes regarding the performance, functions, and quality of the any Service Provider Services and requests for refunds based upon disputes.   TO THE EXTENT APPLICABLE, YOU HEREBY WAIVE THE PROTECTIONS OF CALIFORNIA CIVIL CODE § 1542 WHICH STATES: "A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS WHICH THE CREDITOR DOES NOT KNOW OR SUSPECT TO EXIST IN HIS OR HER FAVOR AT THE TIME OF EXECUTING THE RELEASE, WHICH IF KNOWN BY HIM OR HER MUST HAVE MATERIALLY AFFECTED HIS OR HER SETTLEMENT WITH THE DEBTOR.”  ADDITIONALLY, YOU WAIVE ANY OTHER SIMILAR LAW IN ANY  APPLICABLE JURISDICTION. This release will not apply to a claim that Queritel failed to meet our obligations under this Agreement, or any claims related to Queritel’s gross negligence or purposeful misconduct.  This release does not apply to New Jersey users or similar jurisdictions exact in law.

  1. Indemnity

You agree to defend, indemnify and hold harmless Queritel, its officers, directors, employees and agents, from and against any and all claims, damages, obligations, losses, liabilities, costs or debt, and expenses (including but not limited to attorney’s fees) arising from:

  • your use of and access to the Queritel Platform;
  • your violation of any term of this Agreement; and
  • any claim that your use of the Platform harmed another user or a third party.

This defense and indemnification obligation will survive this Agreement and your use of the Queritel Platform. You also agree that you have a duty to defend us against such claims and we may require you to pay for an attorney(s) of our choice in such cases.  You agree that this indemnity extends to requiring you to pay for our reasonable attorneys’ fees, court costs, and disbursements.  In the event of a claim such as one described in this paragraph, we reserve the right to select legal counsel and we may elect to settle with the party/parties making the claim and you shall be liable for the damages as though we had proceeded with a trial.

  1. Age Compliance

Queritel and its Platform may only be used by persons 18 years and older.  If you are under 18 please stop using our Platform and please do not submit any information to us.

  1. Intellectual Property and Copyrights

Takedown Notice

We take copyright infringement very seriously.  If you believe that any copyrighted material owned by you has been infringed upon, please send us a message that contains:

  • Your name.
  • The name of the party whose copyright has been infringed, if different from your name.
  • The name and description of the work that is being infringed
  • The location on our Platform of the infringing copy.
  • A statement that you have a good faith belief that use of the copyrighted work described above is not authorized by the copyright owner (or by a third party who is legally entitled to do so on behalf of the copyright owner) and is not otherwise permitted by law.
  • A statement that you swear, under penalty of perjury, that the information contained in this notification is accurate and that you are the copyright owner or have an exclusive right in law to bring infringement proceedings with respect to its use.

You must sign this notification and send it to our Copyright Agent: Copyright Agent of Queritel, management@queritel.com

Or by mail at:

Queritel Copyright Officer

1A Aqueduct Flats
Kingston, Mona PO.
Jamaica

 

Counter Notice

In the event that you receive a notification from Queritel stating content posted by you has been subject to a copyright takedown notice, you may file a counter-notice.  Your counter-notice must contain the following:

  • Your name, address, email and physical or electronic signature.
  • The notification reference number (if applicable).
  • Identification of the material and its location before it was removed.
  • A statement under penalty of perjury that the material was removed by mistake or misidentification.
  • Your consent to the jurisdiction of a federal court in the district where you live (if you are in the U.S.), or your consent to the jurisdiction of a federal court in the district where your service provider is located (if you are not in the US).
  • Your consent to accept service of process from the party who submitted the takedown notice.

Please be aware that we may not take any action regarding your counter-notice unless your notification strictly complies with the foregoing requirements.    Please send this counter-notice to: management@queritel.com

Or by mail at:

Queritel Copyright Officer

1A Aqueduct Flats
Kingston, Mona PO.
Jamaica

 

  1. Choice of Law

This Agreement shall be governed by the laws in force in Jamaica.  The offer and acceptance of this contract is deemed to have occurred in Jamaica.

  1. Arbitration

You agree that any dispute relating in any way to your use of the Platform shall be submitted to confidential arbitration in Jamaica. Arbitration under this Agreement shall be conducted pursuant to the applicable rules ("Rules”) then prevailing at the American Arbitration Association. Arbitration shall be conducted by one (1) arbitrator as selected pursuant to the Rules; the arbitrator’s award shall be final and binding and may be entered as a judgment in any court of competent jurisdiction.  Each party shall be responsible for their own arbitration fees and costs. To the fullest extent permitted by applicable law, no arbitration under this Agreement shall be joined to an arbitration involving any other party subject to this Agreement, whether through class action proceedings or otherwise. You agree that regardless of any statute or law to the contrary, any claim or cause of action arising out of, related to or connected with the use of the Platform or this Agreement must be filed within one (1) year after such claim or cause of action arose or be forever banned  (the foregoing time limitation is not applicable to residents of New Jersey or similar jurisdictions exact in law). This arbitration provision does not apply to users located outside of Jamaica. In the event that the law does not permit the abovementioned dispute to be resolved through arbitration, you agree that any actions shall be brought solely in a court of competent jurisdiction located within or otherwise nearest to Jamaica.

  1. Class Action

You and Queritel agree that any proceedings to resolve or litigate any dispute whether through a court of law or arbitration shall be solely conducted on an individual basis.  You agree that you will not seek to have any dispute heard as a class action, representative action, collective action, or private attorney general action.  The foregoing class action waiver does not apply to residents of New Jersey or similar jurisdictions exact in law and to users located outside the United States.

  1. Force Majeure

You agree that we are not responsible to you for anything that we may otherwise be responsible for, if it is the result of events beyond our control, including, but not limited to, acts of God, war, insurrection, riots, terrorism, crime, labor shortages (including lawful and unlawful strikes), embargoes, postal disruption, communication disruption, failure or shortage of infrastructure, shortage of materials, or any other event beyond our control.

  1. Severability

In the event that a provision of this Agreement is found to be unlawful, conflicting with another provision of the Agreement, or otherwise unenforceable, the Agreement will remain in force as though it had been entered into without that unenforceable provision being included in it.

If two or more provisions of this Agreement or any other agreement you may have with Queritel are deemed to conflict with each other’s operation, you agree that Queritel shall have the sole right to elect which provision remains in force.

  1. Non-Waiver

We reserve all rights permitted to us under this Agreement as well as under the provisions of any applicable law.  Our non-enforcement of any particular provision or provisions of this Agreement or any applicable law should not be construed as our waiver of the right to enforce that same provision under the same or different circumstances at any time in the future.  Queritel has the right, but not the obligation, to suspend or revoke your access to the Site and Site Services if we believe that you have violated or acted inconsistently with the letter or spirit of this Agreement or if we believe that your actions will harm us or a third party. Without limiting Queritel’s other rights or remedies, we may suspend or close your account, reclaim any used funds, and refuse to provide additional services use self-help in connection with our rights to reclaim funds, and refuse to provide any further access to the Site or the Services to you if (a) you breach any terms and conditions of this Agreement; (b) we are unable to verify or authenticate any information you provide to us; or (c) we believe that your actions may cause legal liability for you, other users, or Queritel.

  1. Survival

All provisions of this Agreement which by their nature should survive termination shall survive termination, including, without limitation, payment, confidentiality, ownership provisions, warranty disclaimers, indemnity and limitations of liability.

  1. Assignment

You may not assign your rights and/or obligations under this Agreement to any other party without our prior written consent.  We may assign our rights and/or obligations under this Agreement to any other party at our discretion.

  1. Additional Agreements

This Agreement along with the Privacy Policy, the Service Provider Agreement, and any other supporting agreements provided by Queritel constitutes the complete and exclusive understanding and agreement between the parties regarding the subject matter herein and supersedes all prior or contemporaneous agreements or understandings written or oral, relating to its subject matter.

  1. Amendments

We may amend this Agreement from time to time.  When we amend this Agreement, we will update this page and indicate the date that it was last modified or we may email you.  You may refuse to agree to the amendments, but if you do, you must immediately cease using our Platform.

  1. California Users

Pursuant to California Civil Code Section 1789.3, any questions about pricing, complaints, or inquiries about Queritel must be sent to our agent for notice to:  management@queritel.com

Lastly, California users are also entitled to the following specific consumer rights notice: The Complaint Assistance Unit of the Division of Consumer Services of the California Department of Consumer Affairs may be contacted in writing at 1625 North Market Blvd., Sacramento, CA 95834, or by telephone at (916) 445-1254 or (800) 952-5210.

  1. Electronic Communications and E-Sign

The communications between you and Queritel use electronic means, whether you visit the Platform or send Queritel e-mails, or whether Queritel posts notices on the Platform or communicates with you via e-mail.  For contractual purposes, you (1) consent to receive communications from Queritel in an electronic form; and (2) agree that all terms, conditions, agreements, notices, disclosures, and other communications that Queritel provides to you electronically satisfy any legal requirement that such communications would satisfy if it were to be in writing.  The foregoing does not affect your statutory rights.  Your electronic acceptance of this Agreement is pursuant to the U.S. Electronic Signatures in Global and National Commerce Act (the E-Sign Act) (15 U.S.C. § 7001, et seq.) or any law that governs the use and validity of e-signatures in other jurisdictions.  By accepting this Agreement electronically, you agree that you are able to electronically receive, download, print, or otherwise store a copy of this Agreement for your records.

  1. Relationship With Users

Queritel is not a party to the dealings between Client and Service Provider, including Projects, Deliverables, posts, proposals, screening, selection, contracting, and performance of Service Provider Services (except in the assignment of intellectual property or ownership rights).  Queritel does not introduce any individual Service Provider to an individual Client to the exclusion of all reasonably qualified [in terms of Client specifications] Service Providers or help any individual Service Provider find Projects to the exclusion of all other reasonably qualified [in terms of Client specifications] Service Provider.  The relationship between Queritel and all users (except as expressly stated otherwise) is that of independent contractors.

Service Provider Agreement

Last Updated: April 1, 2019

  1. Additional Terms for Service Providers

This Service Provider Agreement ("Agreement”) should be read in conjunction with the Queritel Terms of Service.   This Agreement applies to any Service Providers using the Queritel Platform.  Where no definitions are given in this Agreement, please refer to the Queritel Terms of Service. This Agreement is wholly integrated into the Terms of Service as one in the same agreement.  Where the Queritel Terms of Service and this Agreement conflict, the Terms of Service shall control.

  1. Service Provider Accounts

In order for Service Providers to offer Service Provider Services you must create a Service Provider account. You must fully complete the registration process by providing us with your current, complete, truthful, and accurate information as prompted by the applicable registration form.  Where required, Queritel may also assign you a username and password. You are entirely responsible for maintaining the confidentiality of your password and account and for any and all activities that occur under your account. You agree to notify Queritel immediately of any unauthorized use of your account or any other breach of security. Queritel will not be liable for any losses you incur as a result of someone else using your password or account, either with or without your knowledge. However, you could be held liable for losses incurred by Queritel or another party due to someone else using your account or password. You may not use anyone else’s account at any time. Service Providers may only register for one account per person. Queritel has the sole discretion in granting or denying any accounts.

  1. Service Provider Representations and Warranties

Service Provider providing any Service Provider Services represents and warrants the following:  (1) Service Provider owns or has properly licensed all Service Provider Services, including all Deliverables and IP Rights, provided to any Clients of the Platform; (2) the  Service Provider Services will not infringe on any copyright, moral right, trademark or other IP Right and will not violate any right of privacy or right of publicity; (3) the Service Provider Services offered do  not violate any Jamaican, US state or federal laws or any third party agreements; (4) Service Provider has not entered into any previous agreements which would limit its ability to undertake or perform this Agreement; (5) Service Provider shall provide all services including all Deliverables in a professional and workmanlike manner, and (6) Service Provider will in good faith abide by this Agreement and all other restrictions and rules in place for any Service Provider Services sold on the Platform.

  1. Termination of Service Provider Accounts

We may terminate or suspend your account if we determine that: (1) you have violated any applicable laws while using our Platform; (2) If you have violated this Agreement or any other of our Platform policies; (3) if we believe your actions while using the Platform have harmed or will harm a third party, or (4) if we believe that any of your actions may harm Queritel, at our sole decision or discretion.  In the event of termination, we will strive to provide you with a timely explanation; however, we are not required to do so.  As a Service Provider if you wish to terminate your Service Provider account please notify us or use your account dashboard to terminate the account.  Please be aware that once your account is terminated, all access and information including Service Provider Services in your existing account may become immediately inaccessible or deleted.   Failure to terminate your account for any reason does not act as a waiver of your conduct.

  1. Service Provider Services

As a Service Provider you may offer any Service Provider Services as permitted by the Platform. Please be aware that we are not required to host, display, migrate, or distribute any materials related to your Service Provider Services including any User Content and we may refuse to accept or transmit any Service Provider Services or any associated User Content or Deliverable.   YYou agree that you are solely responsible for any User Content and Deliverable contained within the Service Provider Services submitted and you release us from any liability associated with any Service Provider Services submitted.  You understand that we cannot guarantee the absolute safety and security of any User Content or Deliverable stored on the Platform.  Any Service Provider Services or Deliverables found to be in violation of this Agreement or that we determine to be harmful to the Service may be modified or removed at our discretion.   You must abide by all Service Provider Services rules as outlined below.  Service Provider will perform the Service Provider Services in a professional and workmanlike manner and will timely deliver any agreed upon Deliverable. The manner and means of performing the Service Provider Serviers will be determined and controlled solely by you, the Service Provider, which is engaged by Client as an independent contractor.

  1. Service Provider Services Rules

When offering any Service Provider Services you agree to abide by all rules and regulations related to such Service Provider Services. Additionally, Service Provider agrees that all Service Provider Services may not:

  • Contain any software that has viruses, worms, Trojan horses, or other material that may cause or aid in the destruction of or harm a computing environment.
  • Contain any material that is deemed illegal or unlawful in accordance with US federal and state laws.
  • Breach any contracts or infringe on the intellectual property rights of third parties.
  • Create a genuine risk of physical injury or property damage, or credibly threaten people or public safety, or organize or encourage harm.
  • Be considered spam, unlawful, unethical, or otherwise "black hat”.
  1. Limited Payment Agent

For the purposes of this Agreement, the relationship between Queritel and Service Providers is that of a limited payment agent.  Queritel shall collect payments for the Service Provider Services, remit payment to Service Provider after such payment from the user is received minus any fees, and assist in providing refunds to users.  All payments for Service Provider Services may be held for a period of time to ensure proper performance of all Service Provider Services before they are released to Service Provider.  Service Provider agrees that as a limited payment agent, Queritel may accept payments from Clients and manage payments or refunds

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