Acceptance of Terms
The following terms and conditions constitute a contract between you and CrowdSource and govern the use of the Sites and the Services. Capitalized terms are defined throughout this Agreement and in the section Certain Defined Terms below.
The Sites and Services are offered subject to your acceptance without modification of all of the terms and conditions contained herein and all other operating rules, policies and procedures that may be published from time to time on the Sites. Please read these terms and conditions carefully before accessing the Sites or using any of the Services. By accessing, registering with, or using any of the Sites or Services, you acknowledge that you did read, understand and agree to be bound by these terms of service (“Terms of Service” or “the Agreement”).
We reserve the right, in our sole discretion, to change, modify, add or delete portions of this Terms of Service at any time without notice. Any changes will be effective upon posting of the Terms of Service on the Sites and may be made without any other notice of any kind. Continued use of the Sites or Services after any changes to the Terms of Service signifies your understanding and acceptance of the new Terms of Service.
If you do not agree to any of the terms and conditions contained in these Terms of Service, your only remedy is to not access the Sites or use the Services.
This Agreement is effective as of December 3, 2013. Your continued use of the Sites or the Services after such time will signify your acceptance of this Agreement.
User Information & User Generated Content
You acknowledge that CrowdSource has no obligation to pre-screen or validate User Information or User Generated Content (“UGC”) contributed to the Site(s) or through the Services. You are solely responsible for providing accurate, current and complete information in connection with any User Information or UGC that you publish to the Sites or make available through the Services and represent and warrant that you have all necessary rights to submit such User Information or UGC to us.
You agree not to upload, post, transmit or otherwise make available any User Information or UGC that (when used as contemplated by the Services):
- may violate or infringe any right of CrowdSource or any third party, including without limitation any privacy, trademark, copyright or other intellectual property right;
- is illegal, harmful, threatening, abusive, tortuous, defamatory, offensive, invades another’s privacy, or promotes discrimination or harm against any individual or group in any way;
- may violate any applicable municipal, state or federal law, rule, regulation or ordinance;
- advertises, promotes or offers to trade any goods or services;
- disrupts, interferes with, or otherwise harms or violates the security of the Sites or Services,
- “flames” any individual or entity, including CrowdSource employees (e.g., sends repeated messages or makes derogatory or offensive comments about another individual or CrowdSource team member);
- contains personally identifiable information of others, including, but not limited to, last names, physical or email addresses, worker ID’s or phone numbers; or
- otherwise violates these Terms of Service.
You acknowledge that CrowdSource has the right, but not the obligation, at any time and without prior notice, to refuse, remove or disable any User Information or UGC, which you submit or is otherwise available via the Sites or through the Services.
You acknowledge and agree that CrowdSource may preserve User Information and may also disclose User Information if required to do so by law or in the good faith belief that such preservation or disclosure is reasonably necessary to: (a) comply with legal process; (b) enforce this Agreement; (c) respond to claims that any UGC violates the rights of third-parties; or (d) protect the rights, property, or personal safety of CrowdSource, its owners, its users and the public.
As a user of the Sites or the Services, you represent and warrant that you will not use the Sites or Services to:
- forge headers or otherwise manipulate identifiers in order to disguise the origin of any UGC;
- disseminate any unsolicited or unauthorized advertising, promotional materials, “junk mail,” “spam,” “chain letters,” “pyramid schemes,” or any other form of solicitation;
- transmit any material that contains software viruses or any other computer code, files or programs designed to interrupt, destroy or limit the functionality of any computer software or hardware or telecommunications equipment;
- reproduce, duplicate or copy or exploit any other portion of the Sites or the Services other than as permitted herein or with the express written permission of CrowdSource;
- interfere with or disrupt any servers or networks or disobey any requirements, procedures, policies or regulations of any servers or networks connected to the Sites or Services;
- harm minors in any way;
- obtain, collect, store or modify the personal information of other users of the Sites or Services;
- falsely imply that some other site is associated with CrowdSource, the Sites or the Services; and
- use the Sites or Services for any illegal or unauthorized purpose.
Without limiting any of the above representations or warranties, CrowdSource shall have the right, but not the obligation, to terminate or deny access to and use of the Sites or Services to any individual or entity for any reason, in CrowdSource’s sole discretion.
Content License From You
By submitting UGC to the Sites or Services, you shall be deemed to grant to CrowdSource a worldwide and non-exclusive, royalty-free, sublicensible (through multiple tiers) license to use, reproduce, create derivative works from, store, transmit, perform, display, sell, publish, broadcast, modify, distribute, or otherwise use such or UGC (in whole or part) and will constitute an assignment to us of all worldwide rights, including but not limited to, print and/or online media and all electronic, online media, title and interests in your UGC, including all copyrights and other intellectual property rights. All UGC shall be deemed as works “made-for-hire” and CrowdSource, not you, shall be considered the legal author.
CrowdSource will be entitled to reduce to practice, exploit, make, use, copy, disclose, display or perform publicly, distribute, create derivative works, improve and modify any UGC you submit for any purpose whatsoever, without restriction, obligation, notification or compensation to you. Your use of the Sites or Services to generate, submit and/or post UGC confirms your representation and warranty that you possess all necessary legal rights, power and authority to grant to CrowdSource the foregoing license.
You further represent, warrant and agree that the UGC you generate, submit or post will not violate or infringe upon the rights of any third party, including copyright, trademark, privacy, publicity or other personal or proprietary rights, and will not contain false, intentionally misleading, libelous, defamatory or otherwise unlawful statements.
Copyrights, Limited Licenses, Trademarks and Proprietary Property Rights
You are allowed to download or print a single copy of any portion of the Sites to which you have properly gained access. Use of downloaded or printed copies of any content on the Sites or made available through the Services is limited to your personal, non-commercial use provided that all copyrights and proprietary notices are kept intact. Other than the limited personal license listed above, and in consideration of your use of the Sites and the Services, you agree that:
- the Sites and Services are the proprietary property of CrowdSource, or its licensors with all rights reserved;
- no person is allowed to use, copy, reproduce, display, transmit, redistribute, republish or sell any content found on the Sites or made available through the Services, in whole or in part, without express written consent from CrowdSource.
- WRITE, CrowdSource, Scalable Workforce; and any other associated Company graphics, logos, designs, page designs, page headers, buttons, icons, scripts and service names that are used to represent the Sites or Services rendered by the Company are registered trademarks, trademarks and/or service marks or trade dress of the Company in the United States and/or other countries. These trademarks and trade dress may not be copied or imitated, in whole or in part, without the prior written consent of CrowdSource.
- In accordance with the Digital Millennium Copyright Act of 1998, CrowdSource will respond expeditiously to all claims of copyright infringement that are reported to CrowdSource. If you are a copyright owner, or are authorized to act on behalf of an owner of the copyright or of any exclusive right under the copyright, and believe that your work has been copied in a way that constitutes copyright infringement, please report your notice of infringement to CrowdSource by providing all the necessary information to email@example.com.
You agree that, except as expressly authorized in writing by CrowdSource, you (a) will not use or permit the use of Confidential Information (as defined below) in any manner or for any purpose not expressly set forth in this Agreement or directed by CrowdSource; (b) will effect and maintain adequate security measures to safeguard the Confidential Information from unauthorised access, use and/or misappropriation; and (c) will not disclose or publish any Confidential Information to any third party without first obtaining CrowdSource’s express written consent on a case-by-case basis.
“Confidential Information” means all information related to CrowdSource’s business, including all work requests on the Sites or Services, and without limitation (i) project information, instructions, input data, style guides, and 3rd party information relating to CrowdSource tasks; (ii) trade secrets, ideas, processes, computer source and object code, formulae, data, programs, other works of authorship, know-how, improvements, discoveries, developments, designs, and techniques; (iii) information regarding products or plans for research and development, marketing and business plans, budgets, financial statements, contracts, prices, suppliers, and customers; and (iv) information designated by CrowdSource, in writing, as Confidential Information.
Notwithstanding the foregoing, it is understood that you are free to use information that is generally known in the trade or industry, information that is not gained as a result of a breach of these Terms of Service, and your own skill, knowledge, know-how, and experience. Confidential Information shall not include information that was known to you prior to CrowdSource’s disclosure hereunder (and can be demonstrated by written proof) or that becomes publicly available through no fault of you.
If we issue you an account or login in connection with your use of the Sites or Services, or any portion thereof, you will be deemed a “Registered User”. Your account is for your sole, personal use, you may not authorize others to use your account, and you may not assign or otherwise transfer your account to any other person or entity.
Certain portions of the Sites and/or Services may be accessible only to Registered Users. If you are a Registered User, you may not authorize, permit or otherwise allow any third party to access and/or use your username, password or account on your behalf. Accordingly, you agree to protect your username and password by, among other things, keeping your username and password confidential. You agree to notify us immediately of any unauthorized use of your username, password or account. If, notwithstanding the foregoing obligation, you allow another party to use your account, you will be responsible for all use by the party using your account.
CrowdSource may, in its sole discretion, terminate or suspend your Account and/or your access to, and/or use of, the Sites or Services, or any portion thereof, at any time, with or without notice and for any reason (or no reason), and you agree that if your authorization to access the Sites is terminated, you will not thereafter access, or attempt to access, the Sites, directly or indirectly.
Links to Third-Party Content and Sites
The Sites and Services may provide links to content (including images, pictures, text, graphics, designs, audio, music, video, sound, software, applications) or websites (“Third Party Sites)”). The Company does not control these Third Party Sites, and therefore our Terms of Service do not apply. Before using, browsing or accessing these Third Party Sites, you should take the time to familiarize yourself with their Terms of Service. We do not monitor, read, check for accuracy, appropriateness or completeness, endorse or approve any Third Party Site, and are therefore not responsible for any content outside of the Sites.
CrowdSource does not guarantee the accuracy, integrity or quality of the information on the Sites or their constituent Services. Under no circumstances will CrowdSource be liable in any way for any claim arising out of or related to the Sites or Services, including, but not limited to, for any errors or any omissions on the Sites, or for any loss or damage of any kind as a result of the use of any content posted on any of the Sites or made available through the Services, whether posted by you or CrowdSource.
The Sites and Services are provided “as-is”. CrowdSource disclaims any and all representations or warranties, express or implied, including warranties of title, merchantability, fitness for a particular purpose or non-infringement. CrowdSource does not guarantee that the Site’s content and/or code is error-free, nor does it guarantee that its servers or the third-party servers it employs are free of viruses.
CrowdSource is not responsible for interactions between, or actions of, individuals stemming from usage of the Sites or Services, whether online or offline and reserves the right to change the Sites and Services, software, content or data contained within or offered by the Sites or the Services at any time without notice.
By visiting the Site and/or Service, you agree that the laws of the United States and the State of Illinois, without regard to principle conflict of laws, will govern these Terms of Service and any dispute that may arise between you and the Company or its Affiliates.
By using the Site, you represent and warrant that you have the right, authority and capacity to enter into this Agreement and to abide by all of the terms and conditions of this Agreement. Our Services are available only to individuals and companies that can form legally binding contracts under applicable law. Without limiting the foregoing, our Services are not available to minors under the age of eighteen (18) or to anyone who may not legally work within the jurisdiction of the United States.
You agree to indemnify, defend and hold the Company, its affiliates and subsidiaries, and each of their directors, executives, attorneys, agents, employees, partners and contractors harmless from and against any loss, liability, claim, demand, damages, costs and expenses, including reasonable attorneys’ fees, made by any third party due to or arising out of (i) User Information and UGC you submit, post or transmit or make available through the Sites or Services, or (ii) violation of these Terms of Service or any applicable law or (iii) any legal proceedings threatened or initiated against the Company by a third party as a result of the events described in this section, or your violation of any rights of another, including but not limited to intellectual property rights.
Limitation of Liability
You agree that the Company will not be liable in respect of any claim by you (whether contractual, tortious, statutory or otherwise) for any direct, special, incidental, indirect or consequential loss or damages or injury including, but not limited to, any loss of profits, contracts, revenue or data arising out of or in connection with the provision of the Sites or Services or the provision of any other goods or services under this Agreement and whether or not as a result of any breach or default by, or any negligence of, CrowdSource or its affiliates.
In any event, the maximum aggregate liability of CrowdSource under this Agreement for any and all breaches of this Agreement and for any negligent or other act or omission in relation to this Agreement, will not exceed the amount of the fees paid by CrowdSource to you.
Any of the terms and conditions of this Agreement which limit or exclude any term, condition or warranty, express or implied, or the liability of CrowdSource will apply to the extent permitted by law and will not be construed as excluding, qualifying or limiting your statutory rights or remedies arising by virtue of the breach of any implied term of this Agreement where such exclusion, qualification or limitation would be prohibited by legislation.
You agree that any submissions, feedback, comment, questions or ideas submitted to CrowdSource are non-confidential and become the sole property of CrowdSource. CrowdSource owns exclusive rights, intellectual property rights included, and is entitled to unrestricted use and dissemination of these submissions for any purpose, commercial or otherwise, without compensation to or acknowledgement of you.
If you have any questions or need further information as to the Sites or Service(s) provided by CrowdSource, or need to notify CrowdSource as to any legal matters relating to the Sites or Service(s) please contact CrowdSource at:
Attn: Josh Katz
CrowdSource Solutions, Inc.
33 Bronze Pointe, Suite 100 Swansea, IL. 62226 USA
These Terms of Service constitute the entire agreement between you and CrowdSource regarding the use of the Sites and/or the Services, superseding any prior agreements between you and CrowdSource relating to your use of the Sites or the Services. The failure of CrowdSource to exercise or enforce any right or provision of these this Agreement shall not constitute a waiver of such right or provision in that or any other instance. If any provision of this Agreement is held invalid, the remainder of this Agreement shall continue in full force and effect. If any provision of this Agreement shall be deemed unlawful, void or for any reason unenforceable, then that provision shall be deemed severable from this Agreement and shall not affect the validity and enforceability of any remaining provisions.
You agree that regardless of any statute or law to the contrary, any claim or cause of action arising out of or related to use of the Sites, the Services or this Agreement must be filed within one (1) year after such claim or cause of action arose or be forever barred.
The section titles in this Agreement are for convenience only and have no legal or contractual effect.
Certain Defined Terms
Any capitalized term not otherwise defined in this Agreement has the meaning given such term below and as used throughout this Agreement:
“CrowdSource”, “Write.com”, “we”, “us” “our” or the “Company”, mean(s) CrowdSource.com, it’s network, any associated services and sub-domains, and its corporate affiliates and subsidiaries, including but not limited to, CrowdSource Solutions, Inc..
“Registered Account” means any account that you have established with CrowdSource, Write.com or its affiliates, or any successor or replacement websites.
“Service(s)” means any service that we sell, offer to sell, provide on or through the Site, or that you request or receive through the Sites.
“Sites” means the websites located at www.CrowdSource.com, www.Write.com, workerportal@CrowdSource.com and any successor or affiliate website thereto, including: all Services provided by or through the service platform on the Sites, the networks connected to or accessible through the Services and all site content including, any material, content, text, pictures, software, videos, music, information and other files created, located, displayed on any the Sites or submitted through the Services.
“Third-Party Content” means any content not created by CrowdSource, including but not limited to User Generated Content.
“Third-Party Sites” – Means any site not owned by CrowdSource.
“User Information” means any information that you submit in relation to establishing a profile or Registered Account with CrowdSource.
“User Generated Content” or “UGC” means any content submitted to CrowdSource or posted on the Sites or the Services, in any form or medium, by users of the Sites and Services, including, without limitation, qualification tests, comments, reviews, recommendations, preferences, data, questions, answers, responses, comments, feedback, instructions, proposals, ideas, suggestions, creative content, copy, phrases, text, logos, symbols, designs, and images.
Also see our Workers Terms