Falko Solutions Terms of Service

Last Update: October 2023

Welcome to Falko Solutions.

The following terms of service (these "Terms of Service"), govern your access to and use of the Falko Solutions website and mobile application, including any content, functionality and services offered on or through www.falkosolutions.com or the Falko Solutions mobile application (the "Site") by Falko Solutions Ltd. (71-75, Shelton Street, Covent Garden, London, United Kingdom, WC2H 9JQ) and its subsidiaries: Falko Ventures LLC-FZ. (The Meydan Hotel, Dubai, UAE), as applicable. Falko Solutions Ltd. and its subsidiaries are collectively referred hereto as "Falko Solutions" "we" or "us" and “you” or “user” means you as an user of the Site.

The purpose of the Falko Solutions Site is a work marketplace where Clients and Freelancers and Service Providers can identify each other and advertise, buy, and sell Data & AI Gig and Project Services online. Subject to the Terms of Service, Falko Solutions provides the Services to Users, including hosting and maintaining the Falko Solutions Site, facilitating the connection that may lead to Service Contracts and Direct Contracts. When a User enters a Service Contract, the User agrees to use the Services exclusively to invoice, receive, and pay any amounts owed under the Service Contract.

Falko Solutions offers a platform that enables Users to find one another, enter into service relationships and agreements, receive and provide Freelancer & Service provider Services, and make and receive payments through payment providers. Falko Solutions neither performs nor employs individuals to perform Freelancer Services.

You acknowledge and agree that Falko Solutions does not supervise, direct, control, or monitor Users in the performance of any contractual obligations they may have under a Service Contract or Direct Contract and agree that: (a) Falko Solutions is not responsible for ensuring the accuracy or legality of any User Content, for which Users are solely responsible; (b) Falko Solutions is not responsible for the offering, performance, or procurement of Freelancer Services, (c) Falko Solutions does not make any representations about or guarantee any particular User’s offered services, and (d) nothing will create an employment, agency, or joint venture relationship between Falko Solutions and any User offering services. While Falko Solutions may provide certain badges or levels on Freelancer or Client profiles, such badges are not guarantees, including of quality or ability or willingness of the badged Freelancer or Client to complete a Service Contract. You further acknowledge and agree that Users, and not Falko Solutions, are solely responsible for (a) evaluating and determining the suitability of any Project, Client, or Freelancer; (b) assessing whether to enter into a Service Contract or Direct Contract with another User and for verifying any information about another User, including Composite Information; (c) deciding whether to enter into a Service Contract or Direct Contract on Falko Solutions as well as the contract terms, and (d) negotiating, agreeing to, and executing any terms or conditions of the contracts and for performing and monitoring performance under them.

All Service and Direct Contracts between Users are directly between the Users and Falko Solutions is not a party to those contracts. If you are an Agency or Agency Member, you expressly acknowledge and agree that, in addition to the provisions above, the Agency is solely responsible for paying its Agency Members for work performed on behalf of the Agency. Nothing in this Agreement is intended to or does prohibit or discourage any User from engaging in any other business activities or providing any services through any other channels they choose, provided, if applicable, Users comply with the Opt Out provisions described in this agreement. Users are free at all times to engage in such other business activities and services and are encouraged to do so. As part of our constant effort to improve our Services for our customers, we may test or otherwise temporarily offer certain features and beta tools for your use. We will generally flag on the Site when a particular tool is being tested and how the feature works, but we do not guarantee that the Site, or any of its tools or features, will be available at any given time.

If you want to use our work platform or any of our services (which we refer to altogether as Services), whether just by looking around or by registering an account, you must first read and agree to this Agreement. If you don’t understand this Agreement or you don’t agree to all of its terms and conditions, you may not use our Services. If you do not understand or agree to this Agreement, do not click to accept this Agreement, “Sign Up”, “Create My Account”, or similar, and do not visit falkosolutions.com, use our mobile applications, or otherwise use our Services. If you are using our Services on behalf of a business or legal entity, you may only do so if you have authority to agree to the Terms of Service on behalf of that business or legal entity. Please read the Terms of Service carefully before you start to use the Site. By using the Site, opening an account or by clicking to accept or agree to the Terms of Service when this option is made available to you, you accept and agree, on behalf of yourself or on behalf of your employer or any other entity (if applicable), to be bound and abide by these Terms of Service and Falko Solutions Payment Terms, found here (“Payment Terms”), which is incorporated herein by reference. You further acknowledge, you have read and understood our Privacy Policy, found here. If you do not want to agree to these Terms of Service or the Privacy Policy, you must not access or use the Site. For more detailed policies surrounding the activity and usage on the Site, please access the designated articles herein.

This Site is offered and available to users who are at least 18 years of age and of legal age to form a binding contract. If you are under 18 and at least 13 years of age, you are only permitted to use the Site through an account owned by a parent or legal guardian with their appropriate permission. If you are under 13 you are not permitted to use the Site or the Falko Solutions services. By using the Site, you represent and warrant that you meet all of the foregoing eligibility requirements. If you do not meet all of these requirements, you must not access or use the Site.

Our Customer Support team is available 24/7 if you have any questions regarding the Site or Terms of Service. Contacting our Customer Support team can be performed by submitting a request here.

The original language of these Terms of Service, as well as all other texts throughout the Site, is English. Falko Solutions makes this translation available for convenience only. In case of conflicts between the original English version and any translation, the English version shall prevail.

Key Terms

Buyers are users who purchase services on Falko Solutions.

Offers are exclusive proposals that a Seller can create in response to specific requirements of a Buyer.

Custom Orders are requests made by a Buyer to receive a Custom Offer from a Seller.

Gig Extras are additional services offered on top of the Seller’s Gig for an additional price defined by the Seller.

Gig Page is where the Seller can describe their Gig and the Gig’s terms, and the Buyer can purchase the Gig normally for a defined price and create an order.

Projects is where the Seller or Buyers can describe their Project and the Project terms, and the Buyer or Seller can purchase the project for either a fixed or hourly rate and create an order.

Services are Gig or Projects are services offered on Falko Solutions Platform.

Order Page is where Buyers and Sellers communicate with each other in connection with an ordered Gig.

Orders are the formal agreements between a Buyer and Seller after a purchase was made from the Seller’s Gig Page.

Sellers or Freelancers are both Individual or Business users who offer and perform services through Gigs/Projects/Services on Falko Solutions.

Overview (Main terms)

• Only registered users may buy and sell on Falko Solutions. Registration is free. In registering for an account, you agree to provide us with accurate, complete and updated information and must not create an account for fraudulent or misleading purposes. You are solely responsible for any activity on your account and for maintaining the confidentiality and security of your password. We are not liable for any acts or omissions by you in connection with your account.
• Gig and/or Projects on Falko Solutions are determined by the Seller.
• Buyers pay Falko Solutions in advance to create an order (see Payment Terms).
• Orders are purchased through the Order button found on a Seller’s page or through a Custom Offer.
• For fees and payments please read the Payment Terms
• Sellers must fulfill their orders, and may not cancel orders on a regular basis or without cause. Cancelling orders will affect Sellers’ reputation and status.
• Sellers gain account statuses (Levels) based on their performance and reputation.
• Users may not offer or accept payments using any method other than placing an order through www.falkosolutions.com.
• When purchasing a Gig and/or Project Buyers are granted all rights for the delivered work, unless otherwise specified by the Seller on their Gig and/or Projects page.
• We care about your privacy. You can read our Privacy Policy here.

Sellers

Basics

• Sellers create Gigs and/or Projects on Falko Solutions to allow Buyers to purchase their services.
• Each Gigs and/or Projects you sell and successfully complete, accredits your account with a revenue equal to 80% of the purchase amount.
• Falko Solutions accredits Sellers once an order is completed. See our Orders section below for a definition of a completed order.
• For more information about receiving payments, fees and taxes see the Payment Terms.
• Sellers may not promote their Gigs and/or Projects or any Falko Solutions content via the Google Ads platform.
• The Seller's rating is calculated based on the order reviews posted by Buyers. High ratings allow Sellers to obtain advanced Seller levels (see Levels below). In certain cases, exceedingly low ratings may lead to the suspension of the Seller’s account.
• For security concerns, Falko Solutions may temporarily disable a Seller’s ability to withdraw revenue to prevent fraudulent or illicit activity. This may come as a result of security issues, improper behavior reported by other users, or associating multiple Falko Solutions accounts to a single withdrawal provider.
• Sellers are responsible for obtaining a general liability insurance policy with coverage amounts that are sufficient to cover all risks associated with the performance of their services.

Seller Tier Levels

• Individual and Business Sellers are allowed to post a select amount of active Gigs based on their Level status.

• 5 Gigs for Apprentice (Pending Verification) Sellers without a Level status and pending verification.
• 10 Gigs for Explorer Sellers.
• 20 Gigs for Voyager Sellers.
• 40 Gigs for Aviator Sellers.
• 100 Gigs for Majestic Sellers.

• Gigs/Projects created on Falko Solutions are User Generated Content.
• Gigs/Projects and/or users may be removed by Falko Solutions from the Site for violations of these Terms of Service, which may include (but are not limited to) the following violations and/or materials:

• Illegal or Fraudulent services
• Copyright Infringement, Trademark Infringement, and violation of a third party's terms of service.
• Adult oriented services, Pornographic, Inappropriate/Obscene
• Intentional copies of Gigs
• Spam, nonsense, or violent or deceptive Gigs
• Gigs misleading to Buyers or others
• Reselling of regulated goods
• Offering to prepare academic works on behalf of Buyers
• Low quality services or deliveries
• Promoting Falko Solutions and/or Falko Solutions Gigs/Projects through activities that are prohibited by any laws, regulations, and/or third parties' terms of service, as well as through any marketing activity that negatively affects our relationships with our users or partners.

• Gigs/Projects that are removed for violations mentioned above, may result in the suspension of the Seller’s account.
• Gigs/Projects that are removed for violations are not eligible to be restored or edited.
• Gigs/Projects may be removed from our listings due to poor performance and/or user misconduct.
• Gigs/Projects may include pre-approved website URLs contained within the description and requirements box. Gigs/Projects containing websites promoting content, which violates Falko Solutions Terms of Service.
• Gigs are required to have an appropriate image related to the service offered. An option to upload an additional image are available to all Sellers.
• Gigs may contain an approved Video uploaded through the management tools available on Falko Solutions.
• Statements on the Page that undermine or circumvent these Terms of Service is prohibited.

Gig Extras

• Gig Extras are additional services offered on top of the Seller’s Gig for an additional price defined by the Seller.
• Gig Extras may be removed for violations of our Terms of Service. For specific terms, please see the Gigs section above for a list of services that violate our Terms of Service. Gigs are subject to be removed due to violations found in Gig Extras.
• The amount of Gig Extras, which can be offered, and the price for each Gig Extra, is based on your Seller Level.
• Services offered through Gig Extras must be related to the base service and part of the deliverables on the Order.
• Gig Extras may cover different categories of services that are components to a higher quality delivered service.
• Sellers have the option to extend the duration of an Order for each Gig Extra that is added to the Order. This is to cover the time needed to complete the extra service.

Levels

Falko Solutions is all about helping Sellers leverage their skills. We seek to empower top performing Sellers with helpful tools to grow their business. Sellers who invest in self-promotion may achieve greater customer satisfaction. And, if they deliver on time and maintain high quality and ratings, Falko Solutions may reward them with new statuses, special opportunities, benefits, and tools that come with it.

• Falko Solutions Sellers can gain account Levels based on their activity, performance and reputation.
• Advancement in Levels are updated periodically by an automated system.
• The current Levels a Seller can achieve are Explorer, Voyager, Aviator and Majestic.
• Sellers who cannot maintain their high quality service, experience a severe drop in ratings, or stop delivering on time risk losing their Seller status and the benefits that come with it. For example, late deliveries, warnings to the Seller’s account and cancellations can cause a Seller to move to a different Level.
• Advanced levels provide their owners with additional benefits, including offering Gigs for higher prices through Gig Extras, or selling their Gig in multiples.

Majestic Sellers

• Top Rated Majestic Sellers are chosen manually by Falko Solutions editors through an ongoing review process based on seniority, volume of sales, extremely high ratings, exceptional customer care, high order completion rate and community leadership. Some categories eligibility criteria may require sellers to complete mandatory tests or other verification steps. Top Rated Sellers gain access to more extensive features than previous levels, including exclusive access to beta features and VIP support.
• Top Rated Majestic eligibility is constantly evaluated by Falko Solutions to ensure that the quality standards and expectations of the Top Rated selection is kept. Falko Solutions retains the right to change a Top Rated Seller status in light of such evaluation. In addition, Top Rated Sellers who cannot maintain their high quality service through a severe drop in ratings, stop delivering on time, increased cancellation rate or violate our Terms of Service, also risk losing their Top Rated status and the benefits that come with it.

Seller Features

Falko Solutions Sellers have access to several exclusive features that help customize the way their services can be offered.

Buyers

Basics

• You may not offer direct payments to Sellers using payment systems outside of the Falko Solutions platform.
• Falko Solutions retains the right to use all publicly published delivered works for Falko Solutions marketing and promotional purposes.
• Buyers may request a specific service from the Post a Request feature. Services requested on Falko Solutions must be an allowed service on Falko Solutions. Users should refrain from using the Post a Request feature for any purpose other than looking for services on Falko Solutions.

Purchasing

• Please refer to the Payment Terms for making Payments through the Falko Solutions platform and to learn about fees and taxes.
• In addition, Buyers can request a Custom Order which addresses specific Buyer requirements, and receive a Custom Offer from Sellers through the site.
• You may not offer Sellers to pay, or make payment using any method other than through the falkosolutions.com site. In case you have been asked to use an alternative payment method, please report it immediately to Customer Support here.

Orders

Basics

• Once payment is confirmed, your order will be created and given a unique Falko Solutions order number (#).
• Sellers must deliver completed files and/or proof of work using the Deliver Work button (located on the Order page) according to the service that was purchased and advertised on their Gig or Project.
• The Deliver Work button may not be abused by Sellers to circumvent Order guidelines described in these Terms of Service. Using the “Deliver Work” button when an Order was not fulfilled may result in a cancellation of that Order after review, affect the Seller’s rating and result in a warning to Seller.
• An Order is marked as Complete after it is marked as Delivered and then accepted by a Buyer. An Order will be automatically marked as Complete if not accepted and no request for modification was submitted within 3 days after the Order was marked as Delivered. The Buyer may extend such period by up to 5 additional days.
• We encourage our Buyers and Sellers to try and settle conflicts amongst themselves. If for any reason this fails after using the Resolution Center or if you encounter non-permitted usage on the Site, users can contact Falko Solutions Customer Support department for assistance here. For more information about disputes, Order cancellations and refunds please refer to the Payment Terms.
• A milestone (on an Order with milestones) is marked as Complete after it is delivered by the Seller and then accepted by the Buyer. A milestone will be automatically marked as complete if no acceptance or request for modification were submitted within 8 days after being marked as Delivered, however, in such case the Order will be stopped and all further milestones will not start. Once a milestone is delivered and accepted, Buyers may choose to either continue with the Order and pay for the next milestone, or to stop the Order. If Buyer does not pay for the next milestone within 10 days of acceptance of previous milestones, the Order under the next milestones will not start. Please note that if you choose to stop the future milestones, the current ordered milestone will not be cancelled.
• Certain Gigs or Projects that offer local services might require Buyers and Sellers to meet in person or online in order for the Seller to perform the service. In such cases, users should note that Falko Solutions does not guarantee the behavior, conduct, safety, suitability or ability of either Buyers or Sellers. Both Buyers and Sellers agree that the entire risk arising out of their meeting and/or their use or performance of local services remains solely with them, and Falko Solutions has no responsibility or liability related to any local services provided by the Sellers. In the event that the service is performed on the Buyers’ premises, Buyers are encouraged to maintain proper insurance policies to cover their liability as the premise owner. Falko Solutions Terms of Service remain applicable to Orders that are performed outside of the marketplace (including, among others, the below restrictions on Unlawful Use, Inappropriate Behavior & Language, and Targeted Abuse).

Handling Orders

• When a Buyer orders a Gig, the Seller is notified by email as well as notifications on the site while logged into the account.
• Sellers are required to meet the delivery time they specified when creating their Gigs. Failing to do so will allow the Buyer to cancel the Order when an Order is marked as late and may harm the Seller's status.
• Sellers must send completed files and/or proof of work using the Deliver Completed Work button (located on the Order page) to mark the Order as Delivered.
• Users are responsible for scanning all transferred files for viruses and malware. Falko Solutions will not be held responsible for any damages which might occur due to site usage, use of content or files transferred.
• Buyers may use the "Request Revisions" feature located on the Order Page while an Order is marked as Delivered if the delivered materials do not match the Seller's description on their Gig page or they do not match the requirements sent to the Seller at the beginning of the order process.

Reviews

• Reviews provided by Buyers are an essential part of Falko Solutions rating system.
• Reviews will not be removed unless there are clear violations of our Terms of Service.
• To prevent any misuse of our review system, all reviews must come from legitimate and eligible orders. Purchases arranged, determined to artificially enhance Seller ratings, or to abuse the Falko Solutions platform, will result in a permanent suspension of all related accounts.
• Withholding the delivery of services, files, or information required to complete the Gig’s service with the intent to gain favorable reviews or additional services is prohibited. Sellers may not solicit the removal of feedback reviews from their Buyers through mutual cancellations.
• Once both Seller and Buyer have completed their reviews, or the applicable review period has passed, all posted reviews are made public.
• Work Samples are added to a Seller's Live Portfolio on their Gig page if the Buyer chooses to publish the Work Sample while providing a public feedback review. Work Samples are the delivered images and videos sent to a Buyer in a delivery message.

Disputes and Cancellations

We encourage our Buyers and Sellers to try and settle conflicts amongst themselves. If for any reason this fails after using the Resolution Center or if you encounter non-permitted usage on the Site, users can contact Falko Solutions Customer Support department for assistance here. For more information about disputes, Order cancellations and refunds please refer to the Payment Terms.

User Conduct and Protection

Falko Solutions enables people around the world to create, share, sell and purchase Data & AI service they need. Services offered on Falko Solutions reflect the diversity of an expanding Platform economy. Members of the Falko Solutions community communicate and engage through order interactions.

Falko Solutions maintains a friendly, community spirited, and professional environment. Users should keep to that spirit while participating in any activity or extensions of Falko Solutions. This section relates to the expected conduct users should adhere to the User Code of Conduct while interacting with each other on Falko Solutions.

To report a violation of our Terms of Service, User Misconduct, or inquiries regarding your account, please contact our Customer Support team here.

Basics

• Requesting or providing Email addresses, Skype/IM usernames, telephone numbers or any other personal contact details to communicate outside of Falko Solutions in order to circumvent or abuse the Falko Solutions messaging system or Falko Solutions platform is not permitted.
• Any necessary exchange of personal information required to continue a service may be exchanged within the Order Page.
• Falko Solutions does not provide any guarantee of the level of service offered to Buyers. You may use the dispute resolution tools provided to you in the Order Page.
• Falko Solutions does not provide protection for users who interact outside of the Falko Solutions platform.
• All information and file exchanges must be performed exclusively on Falko Solutions platform.
• Rude, abusive, improper language, or violent messages will not be tolerated and may result in an account warning or the suspension/removal of your account.
• Falko Solutions is open to everyone. You undertake not to discriminate against any other user based on gender, race, age, religious affiliation, sexual orientation or otherwise and you acknowledge that such discrimination may result in the suspension/removal of your account.
• Users may not submit proposals or solicit parties introduced through Falko Solutions to contract, engage with, or pay outside of Falko Solutions.

Orders

• Users with the intention to defame competing Sellers by ordering from competing services will have their reviews removed or further account status related actions determined by review by our Trust & Safety team.
• Users are to refrain from spamming or soliciting previous Buyers or Sellers to pursue removing/modifying reviews or cancelling orders that do not align on Order Cancellation or Feedback policies.

Gigs and Projects

• Users may report Gigs/Projects to Customer Support that may be in violation of Falko Solutions Terms of Service.
• Sellers warrant that any content included in their Gigs/Project/Proposals shall be original work conceived by the Sellers and shall not infringe any third party rights, including, without limitation, copyrights, trademarks or service marks. In the event that certain music or stock-footage media are incorporated within the Gigs, Sellers represent and warrant that they hold a valid license to use such music and/or footage and to include them in the Gigs/Projects.
• Falko Solutions will respond to clear and complete notices of alleged copyright or trademark infringement.

Reporting Violations

If you come across any content that may violate our Terms of Service, you should report it to us through the appropriate channels created to handle those issues as outlined in our Terms of Service. All cases are reviewed by our Trust & Safety team. To protect individual privacy, the results of the investigation are not shared. You can review our Privacy Policy for more information.

Violations

Users may receive a warning to their account for violations of our Terms of Service or any user misconduct reported to our Trust and Safety team. A warning will be sent to the user's email address and will be displayed for such user on the Site. Warnings do not limit account activity, but can lead to your account losing Seller statuses or becoming permanently disabled based on the severity of the violation.

Non-Permitted Usage

Adult Services & Pornography - Falko Solutions does not allow any exchange of adult oriented or pornographic materials and services.

Inappropriate Behavior & Language - Communication on Falko Solutions should be friendly, constructive, and professional. Falko Solutions condemns bullying, harassment, and hate speech towards others. We allow users a medium for which messages are exchanged between individuals, a system to rate orders, and to engage on larger platforms such as our Community Forum and Social Media pages.

Phishing and Spam - Members’ security is a top priority. Any attempts to publish or send malicious content with the intent to compromise another member’s account or computer environment is strictly prohibited. Please respect our members privacy by not contacting them with offers, questions, suggestions or anything which is not directly related to their Gigs or orders.

Privacy & Identity - You may not publish or post other people's private and confidential information. Any exchange of personal information required for the completion of a service must be provided in the Order Page. Sellers further confirm that whatever information they receive from the Buyer, which is not public domain, shall not be used for any purpose whatsoever other than for the delivery of the work to the Buyer. Any users who engage and communicate off of Falko Solutions will not be protected by our Terms of Service.

Authentic Falko Solutions Profile - You may not create a false identity on Falko Solutions, misrepresent your identity, create a Falko Solutions profile for anyone other than yourself (a real person), or use or attempt to use another user’s account or information; Your profile information, including your description, skills, location, etc., must be accurate and complete and may not be misleading, illegal, offensive or otherwise harmful. Falko Solutions reserves the right to require users to go through a verification process in order to use the Site (whether by using ID, phone, camera, etc.).

Intellectual Property Claims - Falko Solutions will respond to clear and complete notices of alleged copyright or trademark infringement, and/or violation of third party’s terms of service.

Fraud / Unlawful Use - You may not use Falko Solutions for any unlawful purposes or to conduct illegal activities.

Abuse and Spam

Multiple Accounts - To prevent fraud and abuse, users are limited to one active Falko Solutions account and one active Falko Solutions Pro account. Any additional account determined to be created to circumvent guidelines, promote competitive advantages, or mislead the Falko Solutions community will be disabled. Mass account creation may result in disabling of all related accounts. Note: any violations of Falko Solutions Terms of Service is a cause for permanent suspension of all accounts.

Targeted Abuse - We do not tolerate users who engage in targeted abuse or harassment towards other users on Falko Solutions. This includes creating new multiple accounts to harass members through our message or ordering system.

Selling Accounts - You may not buy or sell Falko Solutions accounts.

Proprietary Restrictions

The Site, including its general layout, look and feel, design, information, content and other materials available thereon, is exclusively owned by Falko Solutions and protected by copyright, trademark, and other intellectual property laws. Falko Solutions, is a registered trademarks owned exclusively by Falko Solutions. Users have no right, and specifically agree not to do the following with respect to the Site or any part, component or extension of the Site (including its mobile applications): (i) copy, transfer, adapt, modify, distribute, transmit, display, create derivative works, publish or reproduce it, in any manner; (ii) reverse assemble, decompile, reverse engineer or otherwise attempt to derive its source code, underlying ideas, algorithms, structure or organization; (iii) remove any copyright notice, identification or any other proprietary notices; (iv) use automation software (bots), hacks, modifications (mods) or any other unauthorized third-party software designed to modify the Site; (v) attempt to gain unauthorized access to, interfere with, damage or disrupt the Site or the computer systems or networks connected to the Site; (vi) circumvent, remove, alter, deactivate, degrade or thwart any technological measure or content protections of the Site; (vii) use any robot, spider, crawlers or other automatic device, process, software or queries that intercepts, “mines,” scrapes or otherwise accesses the Site to monitor, extract, copy or collect information or data from or through the Site, or engage in any manual process to do the same, (viii) introduce any viruses, trojan horses, worms, logic bombs or other materials that are malicious or technologically harmful into our systems, (ix) use the Site in any manner that could damage, disable, overburden or impair the Site, or interfere with any other users’ enjoyment of the Site or (x) access or use the Site in any way not expressly permitted by these Terms of Service. Users also agree not to permit or authorize anyone else to do any of the foregoing.

Except for the limited right to use the Site according to these Terms of Service, Falko Solutions owns all right, title and interest in and to the Site (including any and all intellectual property rights therein) and you agree not to take any action(s) inconsistent with such ownership interests. We reserve all rights in connection with the Site and its content (other than UGC) including, without limitation, the exclusive right to create derivative works.

Feedback Rights

To the extent that you provide Falko Solutions with any comments, suggestions or other feedback regarding the Falko Solutions platform or the Site as a whole, as well as other Falko Solutions products or services (collective, the “Feedback”), you will be deemed to have granted Falko Solutions an exclusive, royalty-free, fully paid up, perpetual, irrevocable, worldwide ownership rights in the Feedback. Falko Solutions is under no obligation to implement any Feedback it may receive from users.

Confidentiality

Sellers should recognize that there might be a need for Buyers to disclose certain confidential information to be used by Sellers for the purpose of delivering the ordered work, and to protect such confidential information from unauthorized use and disclosure. Therefore, Sellers agree to treat any information received from Buyers as highly sensitive, top secret and classified material. Without derogating from the generality of the above, Sellers specifically agree to (i) maintain all such information in strict confidence; (ii) not disclose the information to any third parties; (iii) not use the information for any purpose except for delivering the ordered work; and (vi) not to copy or reproduce any of the information without the Buyer’s permission.

General Terms

• Falko Solutions reserves the right to put any account on hold or permanently disable accounts due to breach of these Terms of Service, including low quality services or deliveries, or due to any illegal or inappropriate use of the Site or services.
• Violation of Falko Solutions Terms of Service may get your account disabled permanently.
• Users with disabled accounts will not be able to sell or buy on Falko Solutions.
• Users who have violated our Terms of Service and had their account disabled may contact our Customer Support team for more information surrounding the violation and status of the account.
• Users have the option to enable account Security features to protect their account from any unauthorized usage.
• Users must be able to verify their account ownership through Customer Support by providing materials that prove ownership of that account.
• Disputes should be handled using Falko Solutions's dispute resolution tools ('Resolution Center' on the order page) or by contacting Falko Solutions Customer Support.
• Falko Solutions may make changes to its Terms of Service from time to time. When these changes are made, Falko Solutions will make a new copy of the terms of service available on this page.
• You understand and agree that if you use Falko Solutions after the date on which the Terms of Service have changed, Falko Solutions will treat your use as acceptance of the updated Terms of Service.

User Generated Content

User Generated Content ("UGC") refers to the content added by users as opposed to content created by the Site. All content uploaded to Falko Solutions by our users (Buyers and Sellers) is User Generated Content. Falko Solutions does not check user uploaded/created content for appropriateness, violations of copyright, trademarks, other rights or violations and the user uploading/creating such content shall be solely responsible for it and the consequences of using, disclosing, storing, or transmitting it. By uploading to, or creating content on, the Falko Solutions platform, you represent and warrant that you own or have obtained all rights, licenses, consents, permissions, power and/or authority, necessary to use and/or upload such content and that such content or the use thereof in the Site does not and shall not (a) infringe or violate any intellectual property, proprietary or privacy, data protection or publicity rights of any third party; (b) violate any applicable local, state, federal and international laws, regulations and conventions; and/or (c) violate any of your or third party’s policies and/or terms of service. We invite everyone to report violations together with proof of ownership as appropriate. Reported violating content may be removed or disabled.

Furthermore, Falko Solutions is not responsible for the content, quality or the level of service provided by the Sellers (even if they are Pro Freelancers, Top Rated Sellers, offer Promoted Gigs or otherwise). We provide no warranty with respect to the Gigs, their delivery, any communications between Buyers and Sellers, and the Logo Designs. We encourage users to take advantage of our rating system, our community and common sense in choosing appropriate services.

By offering a service, the Seller undertakes that they have sufficient permissions, rights and/or licenses to provide, sell or resell the service that is offered on Falko Solutions. Sellers advertising online their Gig, Project or Logo Design must comply with laws and terms of service of the advertising platform or relevant website used to advertise. Failing to do so may result in removal of the Gig, as applicable, and may lead to the suspension of Seller's account.

Ownership

Ownership and limitations: When purchasing a Gig or Project on Falko Solutions, unless clearly stated otherwise on the Seller's Gig page/description, when the work is delivered, and subject to payment, the Buyer is granted all intellectual property rights, including but not limited to, copyright in the work delivered from the Seller, and the Seller waives any and all moral rights therein. Accordingly, the Seller expressly assigns to the Buyer the copyright in the delivered work. All transfer and assignment of intellectual property to the Buyer shall be subject to full payment for the Gig or Project, and the delivery may not be used if payment is cancelled for any reason. For removal of doubt, in custom created work, the delivered work and its copyright shall be the exclusive property of the Buyer and, upon delivery, the Seller agrees that it thereby, pursuant to these Terms of Service, assigns all right, title and interest in and to the delivered work to the Buyer. Some Gigs (including for custom created work) charge additional payments (through Extras) for a Commercial Use License. This means that if you purchase the Gig for personal use, you will own all rights you require for such use, and will not need the Commercial Use License. If you intend to use it for any charge or other consideration, or for any purpose that is directly or indirectly in connection with any business, or other undertaking intended for profit, you will need to buy the Commercial Use License through a Gig Extra and will have broader rights that cover your business use.

Furthermore, users (both Buyers and Sellers) agree that unless they explicitly indicate otherwise, the content users voluntarily create/upload to Falko Solutions, including Gig texts, photos, videos, usernames, user photos, user videos and any other information, including the display of delivered work, may be used by Falko Solutions for no consideration for marketing and/or other purposes.

Gig Commercial Use License

By purchasing a “Commercial Use License” with your Gig Order, the Seller grants you a perpetual, exclusive, non-transferable, worldwide license to use the purchased delivery for Permitted Commercial Purposes. For the avoidance of doubt, the Seller retains all ownership rights. “Permitted Commercial Purposes” means any business related use, such as (by way of example) advertising, promotion, creating web pages, integration into product, software or other business related tools etc., and strictly excludes any illegal, immoral or defamatory purpose. This License is subject to Falko Solutions’s Terms of Service. There is no warranty, express or implied, with the purchase of this delivery, including with respect to fitness for a particular purpose. Neither the Seller nor Falko Solutions will be liable for any claims, or incidental, consequential or other damages arising out of this license, the delivery or your use of the delivery.

Disclaimer of Warranties

YOUR USE OF THE SITE, ITS CONTENT AND ANY SERVICES OR ITEMS OBTAINED THROUGH THE SITE IS AT YOUR OWN RISK. THE SITE, ITS CONTENT AND ANY SERVICES OR ITEMS OBTAINED THROUGH THE SITE ARE PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS, WITHOUT ANY WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED. NEITHER FALKO SOLUTIONS NOR ANY PERSON ASSOCIATED WITH FALKO SOLUTIONS MAKES ANY WARRANTY OR REPRESENTATION WITH RESPECT TO THE COMPLETENESS, SECURITY, RELIABILITY, QUALITY, ACCURACY OR AVAILABILITY OF THE SITE.

THE FOREGOING DOES NOT AFFECT ANY WARRANTIES WHICH CANNOT BE EXCLUDED OR LIMITED UNDER APPLICABLE LAW.

Machine Translation

Certain user-generated content on the Site has been translated for your convenience using translation softwares powered by Amazon or Google. Reasonable efforts have been made to provide an accurate translation, however, no automated translation is perfect nor is it intended to replace human translators. Such translations are provided as a service to users of the Site, and are provided "as is". No warranty of any kind, either expressed or implied, is made as to the accuracy, reliability, or correctness of such translations made from English into any other language. Some user-generated content (such as images, videos, Flash, etc.) may not be accurately translated or translated at all due to the limitations of the translation software.

Google disclaims all warranties related to the translations, express or implied, including any warranties of accuracy, reliability, and any implied warranties of merchantability, fitness for a particular purpose and noninfringement.

The official text is the English version of the Site. Any discrepancies or differences created in the translation are not binding and have no legal effect for compliance or enforcement purposes. If any questions arise related to the accuracy of the information contained in the translated content, please refer to the English version of the content which is the official version.

RELATIONSHIP

Nothing in this Agreement will be construed as creating a relationship of partnership, joint venture, agency, or employment between the Parties. The Company shall not be responsible for the acts or omissions of the User, and the User shall not represent the Company, neither does it have any power or authority to speak for, represent, bind, or assume any obligation on behalf of the Company.

INDEMNITY

The User indemnifies and shall hold indemnified the Company, its partners, officers, employees, representatives, and agents from and against all losses, damages, claims, suits, legal proceedings and otherwise howsoever arising from or in connection with any claim, including but not limited to claims for any infringement of any intellectual property rights or any other rights of any third party or of law, concerning quality, quantity and any claim in relation to the User’s products, the breach of any of the User’s warranties, representations or undertakings or in relation to the non-fulfillment of any of its obligations under this Agreement or Terms of use of Company’s Website or any obligations arising out of the User infringing any applicable laws, regulations including but not limited to intellectual property rights, or taxes, etc. This clause shall survive the termination or expiration of this Agreement.

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EXPRESS RELEASE

You expressly hereby release and waive all claims against the Company, and its subsidiaries, affiliates, officers, agents, licensors, co-branders or other partners, and employees from any and all liability for claims, damages (actual and/or consequential), costs and expenses (including litigation costs and attorneys' fees) of every kind and nature, arising from or in any way related to Your use of the Company’s Website. You understand that any fact relating to any matter covered by this release may be found to be other than now believed to be true and You accept and assume the risk of such possible differences in fact. In addition, You expressly waive and relinquish any and all rights and benefits which You may have under any other state or federal statute or common law principle of similar effect, to the fullest extent permitted by law.

Limitation on Liability

IN NO EVENT WILL FALKO SOLUTIONS, ITS AFFILIATES OR THEIR LICENSORS, SERVICE PROVIDERS, EMPLOYEES, AGENTS, OFFICERS OR DIRECTORS BE LIABLE FOR DAMAGES OF ANY KIND, UNDER ANY LEGAL THEORY, ARISING OUT OF OR IN CONNECTION WITH YOUR USE, OR INABILITY TO USE, THE SITE, ANY WEBSITES LINKED TO IT, ANY CONTENT ON THE SITE OR SUCH OTHER WEBSITES OR ANY SERVICES OR ITEMS OBTAINED THROUGH THE SITE OR SUCH OTHER WEBSITES, INCLUDING ANY DIRECT, INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL OR PUNITIVE DAMAGES, INCLUDING BUT NOT LIMITED TO, PERSONAL INJURY, PAIN AND SUFFERING, EMOTIONAL DISTRESS, LOSS OF REVENUE, LOSS OF PROFITS, LOSS OF BUSINESS OR ANTICIPATED SAVINGS, LOSS OF USE, LOSS OF GOODWILL, LOSS OF DATA, AND WHETHER CAUSED BY TORT (INCLUDING NEGLIGENCE), BREACH OF CONTRACT OR OTHERWISE, EVEN IF FORESEEABLE.

THE FOREGOING DOES NOT AFFECT ANY LIABILITY WHICH CANNOT BE EXCLUDED OR LIMITED UNDER APPLICABLE LAW.

The term “Affiliate” referred to herein, is an entity that, directly or indirectly, controls, or is under the control of, or is under common control with Falko Solutions, where control means having more than fifty percent (50%) voting stock or other ownership interest or the majority of voting rights of such entity.

NOTICES

Except as explicitly stated otherwise, any notices given to the Company shall be given by email to info@falkosolutions.com or at an address 71-75, Shelton Street, Covent Garden, London, United Kingdom, WC2H 9JQ. Any notices given to the User shall be to the email address provided by the User to the Company at the time of listing (or as such information may be updated via the Website by the User from time to time) or at the mailing address provided by the User to the Company.

Any notice, demand, or request with respect to this Agreement shall be in writing and shall be effective only if it is delivered by email, personal service, by air courier with receipt of delivery, or mailed, certified mail, return receipt requested, postage prepaid, to the address set forth above. Such communications shall be effective when they are received by the addressee, but if sent by certified mail in the manner set forth above, they shall be effective five (5) days after being deposited in the mail.Any Party may change its address for such communications by giving notice to the other Party in conformity with this section.

AMENDMENT

The Company may at any time at its sole discretion modify this Agreement from time to time, and any such changes will (i) be reflected on the Website, (ii) be effective thirty (30) calendar days after being so posted on the Website, (iii) not apply retroactively, and (iv) not apply to any disputes arising prior to the effective date of such change. The Company shall also post the amended Agreement to the address of the User. The User agrees to be bound to any such changes and understands the importance of regularly reviewing this Agreement as updated on the Website to keep the User’s listing and contact information current.

Notwithstanding anything to the contrary herein, the Company reserves the right to, at any time and from time to time, change, alter, modify, or discontinue the Website (or any part thereof) with or without notice. The User agrees that the Company shall have no liability to the User or to any third party for any change, alteration, modification, suspension, discontinuance, or amendment of the Company’s Website.

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FORCE MAJEURE

Except with regard to payment obligations, either Party shall be excused from delays in performing or from failing to perform its obligations under this contract to the extent the delays or failures resulting from causes beyond the reasonable control of the Party, including, but not limited to: failures or default of third-party software, Users, or products; acts of God or of a public enemy; foreign governmental actions; strikes; communications, network connection, or utility interruption or failure; fire; flood; epidemic; or freight embargoes.

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OPTING OUT

You may opt out of the obligations with respect to each Falko Solutions Relationship only if the Client or Freelancer /Business Service Provider pays Falko Solutions a Conversion Fee which is a minimum of $1,000 USD and up to $50,000 USD for each Falko Solutions Relationship, unless Client and Freelancer /Business Service Provider have had an Falko Solutions Relationship for at least two (2) years.

The Conversion Fee may be calculated differently for Falko Solutions Relationships when the Client is an Enterprise Client if the Enterprise Client contract with Falko Solutions provides for different terms.

You understand and agree that if Falko Solutions determines that you have violated this clause, it may (a) charge your Payment Method the Conversion Fee (including interest) if permitted by law or send you an invoice for the Conversion Fee (including interest), which you agree to pay within 30 days, (b) close your Account and revoke your authorization to use the Services, and (c) charge you for all losses and costs (including any and all time of Falko Solutions’s internal workforce) and reasonable expenses (including attorneys’ fees) related to investigating such breach and collecting such fees.

You agree that the Conversion Fee is 13.5% of the estimated earnings over a twelve (12) month period, which is calculated by taking the Hourly Rate (defined below) and multiplying it by 2,080. “Hourly Rate” means (a) the highest hourly rate charged by the Freelancer or Business Service Provider on any Service Contract with the Client, if any; or (b) if there is no hourly rate on a Gig / Project Service contract, the hourly rate in the Freelancer or Business Service Providers profile when the conversion is requested. The Conversion Fee includes all applicable taxes and is not subject to the Marketplace Fee. If Client and Freelancer or Business Service Provider have had an Falko Solutions Relationship for at least two (2) years, the Conversion Fee is a nominal $1 USD for administrative purposes. The Conversion Fee is not refundable. Falko Solutions will apply a discount on the Conversion Fee that is equal to the total amount of Marketplace Fees that Client has paid to Falko Solutions in the preceding twelve (12) months on each marketplace Service Contract between the Client and the Freelancer or Business Service Provider. In no event shall the Conversion Fee be discounted below the minimum of $1,000 USD.

RECORDS OF COMPLIANCE

You are solely responsible for creation, storage, and backup of your business records. You agree that Falko Solutions has no obligation to store, maintain or provide you a copy of any content or information that you provide, except to the extent required by applicable law.

WARRANTY DISCLAIMER

Falko Solutions and its affiliates make no representation or warranty about the services, including that the services will be uninterrupted or error-free, and provide the Services (including content and information) on an “as is” and “as available” basis. To the maximum extent permitted by applicable law, Falko Solutions and its affiliates disclaim any implied or statutory warranty, including any implied warranty of title, accuracy of data, non-infringement, merchantability or fitness for a particular purpose.

CONTACT US:

For any further clarification of Our Terms and Conditions, please write to Us at info@falkosolutions.com.