USER AGREEMENT

This User Agreement sets out the terms and conditions under which you agree to use our website and our services. Please read this Agreement carefully.

This User Agreement (‘Agreement’) is made between:

(1).            GUROOO TECHNOLOGIES LIMITED, a company registered in England & Wales, at the Cardiff office of Companies House, under Company Number 09449641, of registered office 111 Piccadilly, Manchester, United Kingdom, M1 2HY (‘Gurooo.com’, ‘we’, ‘our’, ‘us’); and,

(2).             YOU, a User of this website and our services or a Gurooo.

By using our site, you indicate that you:

(i).             accept this Agreement, and our Website User Policy and the Gurooo.com Privacy & Cookie Policy, and any other referenced documents, agreements and policies; and,

(ii).             that you agree to abide by them.

1. Definitions

In this Agreement, the following words shall have the following meanings:

1.1.             ‘Bid’                                                             means an offer made by a Gurooo to a User to provide a Custom Task and which must contain a fee quotation;

1.2.            ‘Commencement of a Task’             means the acceptance of a Bid for a Custom Task by the User in the Private Communication Room;

1.3.             ‘Content’                                                 means such things as data, text, photographs, videos, audio clips, written posts and comments, graphics, User content and interactive features generated, provided, or otherwise made accessible on or through Gurooo.com;

1.4.             ‘Custom Task’                                     means a piece of work that commences with the acceptance of a Bid by a User or the acceptance of a Task by a Gurooo. This work is agreed either after the User has posted a request on Gurooo.com or in direct communication between a User and a Gurooo in the Private Communication Room. A Custom Task can also be agreed as a follow on piece of work after or during completion of a Gurooo Task or Gurooo Moment;

1.5.             ‘Dispute’                                                 means a dispute raised in relation to a rejected Invoice or a rejected Refund Request;

1.6.             ‘Escrow Account’                                     means the virtual account where money is deposited by the User on Commencement of the Task and is only released in accordance with this Agreement;

1.7.             ‘Gurooo’                                                 means a person selling services to a User via Gurooo.com;

1.8.             ‘Gurooo.com‘                                     means either this website or Gurooo Technologies Limited, as the context so requires;

1.9.             ‘Gurooo Moment’                                     means a pre-packaged product that is offered on Gurooo.com by a Gurooo for a fixed price;

1.10.             ‘Gurooo Task’                                    means a fixed-price Task offered by a Gurooo that Users can purchase;

1.11.             ‘Invoice’                                                 means a bill for a completed Task which is generated by Gurooo.com on purchase of a Task or Moment;

1.12.             ‘Private Communication Room’             is where all the communication between User and Gurooo is conducted in private. Via the Private Communication Room, the parties can exchange information including attachments, send a Bid or raise an Invoice, make payments, request a refund or raise a Dispute in relation to a Task, or any other relevant function;

1.13.             ‘Task’                                                             means a piece of work that a Gurooo and User agree via Gurooo.com is to be provided by the Gurooo to the User. Task refers to work either agreed when the User purchases a Gurooo Task or a Gurooo Moment, or when a Bid by a Gurooo is accepted by the User for a Custom Task;

1.14.             ‘User’                                                             means users of Gurooo.com who are seeking the assistance of Gurooos or wish to buy products or services via this website;

1.15.             ‘User Content’                                     means all Content uploaded, submitted, distributed, or posted to the services by Users, including without limitation, Bids and communication via the Private Communication Room. User Content does not include any materials or deliverables, or intellectual property therein arising from a Task, which shall be assigned to the User on successful payment for the Task. User Content is the sole responsibility of the person who originated it;

2. Services provided by Gurooos

2.1.             Gurooo.com is a digital platform allowing Users and Gurooos to interact, communicate and transact.

2.2.             Unless otherwise indicated in the service or product description, Gurooo.com does not provide products or services to Users.

2.3.            Where Gurooo.com does opt to provide products or services via this website, our performance will be governed substantially by the terms and provisions of this Agreement, to extent these are relevant.

2.3.             Gurooo.com does not vet or pre-approve Gurooos or Users and you acknowledge and agree that Gurooo.com shall have no responsibility or liability in this regard.

2.4.             Gurooo.com does not and will not accept responsibility or liability for the performance of Gurooos and both Gurooos and Users indemnify and hold harmless Gurooo.com in respect of any financial losses, damages, fines, penalties, claims, litigation or proceedings whatsoever that may arise as a result of any breach of contract or negligence or other claim under any theory of tort by a Gurooo or User, or both.

2.5.             The products and services that are offered on Gurooo.com by Gurooos are fixed price and are collectively referred to in this Agreement as “Tasks”.

3. Registration

3.1.             To use Gurooo.com, Users have to register for an account, provide accurate and complete information, and keep their account information updated. Both Users and Gurooos undergo the same account registration process.

3.2.             Each account must be a personal account and the account-holder is considered liable and responsible for all financial liabilities arising to Gurooo.com. Nevertheless, Users may trade as a sole trader, company or any other legal entity (whether incorporated or unincorporated).

3.3.             Users cannot register for more than one account.

3.4.             The information that Users supply in the public profile of their account must comply with our Website Terms of Use.

3.5.            Gurooo.com reserve the right to restrict your access, temporarily or indefinitely block your account, stop any Tasks you have in progress, warn other Users and Gurooos of your actions or issue you a warning if:

3.5.1.             you breach the letter or spirit of this Agreement or the other referenced terms and policies;

3.5.2.             we are unable to verify or authenticate any information you provide to us;

3.5.3.             we believe that your actions may cause any loss or liability to our Users or to us.

3.6.             Users are solely responsible for any activity that occurs on their account, unless it is a result of actions beyond their control (such as hacking or if someone steals their password when they have taken reasonable steps to keep it secure). Users may never use another person’s user account or registration information for the website.

4. Delivery of Tasks

4.1             Gurooo Tasks

4.1.1.             Gurooos offer Gurooo Tasks through their profile on Gurooo.com. Users are able to search for and purchase specific Gurooo Tasks at a fixed price.

4.1.2.             On purchase of a Gurooo Task, the User’s funds will be held in the Escrow Account.

4.1.3.             The User will then need to provide their requirements in the Private Communication Room, so that the Gurooo can complete the work.

4.1.4.             Once the requirements are provided in the Private Communication Room by the User, the Gurooo must:

4.1.4.1.             respond in the Private Communication Room within one (1) working day to confirm work has commenced;

4.1.4.2.             inform the User as soon as possible should it become clear that the deliverables required by the Users fall outside the scope of the Gurooo Task advertised, in which case the parties should then endeavour to agree a price for the relevant ‘Add On’ Tasks, as per clause 4.2 below;

4.1.4.3.             provide regular progress updates in the Private Communication Room and respond within one (1) working day to all messages from the User; and,

4.1.4.4.             complete the Task within the delivery timescales agreed and in accordance with all other deliverables agreed in the Private Communication Room.

4.1.5.             Late or non-delivery will negatively affect the Gurooo’s rankings on Gurooo.com.

4.1.6.             All communication and payments whatsoever, now or in the future, between User and Gurooo must be via the Private Communication Room. Any such communication or payments outside of Gurooo.com shall be considered a breach of this Agreement and Users and Gurooos warrant that they shall not attempt or complete any communication or payment outside Gurooo.com, nor shall they procure or arrange that any other person shall do so on their behalf.

4.1.7.             Gurooo.com shall raise an invoice with the User on purchase of a Task, and:

4.1.6.1.             on completion of the Task, the User is able to leave feedback for the Gurooo, upon which the funds held in the Escrow Account will be automatically released to the Gurooo as payment;

4.1.6.2.             in the event the User is not satisfied with any completed work (or work uncompleted, as the case may be), the Usermay shall provide the Gurooo with detailed feedback regarding what work remains outstanding. The Gurooo must provide, and be given the chance to provide, at least two (2) revisions of the work based on detailed feedback from the User;

4.1.6.3.             if the User does not either:

4.1.6.3.1.             leave feedback for the Gurooo, or,

4.1.6.3.2.             dispute completion of the Task,,

the funds held in the Escrow Account will be automatically released on their behalf to the Gurooo as payment within seven (7) days of completion of the Task;

4.1.6.4.             in any event, the User agrees that he will not file a dispute or seek to reverse payment through their credit card provider, bank or PayPal

4.1.8.             If and when the funds held in the Escrow Account are released to the Gurooo, Gurooo.com and the Gurooo will be entitled to assume that the User is satisfied with the Task and does not have a dispute of any kind in relation to the Task. The User agrees that they will not file a dispute or seek to reverse payment through their credit card provider, bank or PayPal.

4.2             Custom Tasks and ‘Add On’ Tasks

4.2.1.             Custom Tasks are defined by Users and Gurooos are periodically invited to bid for those Custom Tasks that are available in their chosen work category.

4.2.2.             Custom Tasks are provided at a fixed price per item or milestone, the User agreeing to pay the Gurooo based on deliverables.

4.2.3.             Where the deliverables are an extension of an advertised Gurooo Task, these ‘Add On’ Tasks should be provided in the same way, at a fixed price per item or milestone. Reference here to ‘Custom Tasks’ also includes such ‘Add On’ Tasks. The parties should decide between themselves whether the Gurooo Task will be invoiced prior to completion of the relevant ‘Add On’ Tasks.

4.2.4.             The parties should agree upfront in the Private Communication Room whether to divide the project into milestones, with associated milestone payments. If milestones have not been agreed then the Custom Task will only be invoiced on full completion of all deliverables.

4.2.5.             On acceptance of a Bid the User will pay into the Escrow Account the agreed deposit amount.

4.2.6.             The User must then provide their detailed requirements in the Private Communication Room, so that the Gurooo can get started. These requirements should include (but not be limited to):

4.2.6.1.             timeframe for delivery of the Task or milestones;

4.2.6.2.             description of any subjective elements of the Task like aesthetics providing similar examples;

4.2.6.3.             breakdown of all expected deliverables;

4.2.6.4.             any other expectations for the work.

4.2.7.             Once requirements have been received from the User, the Gurooo must:

4.2.7.1.             respond in the Private Communication Room within one (1) working day to confirm commencement of the Task;

4.2.7.2.             provide regular progress updates in the Private Communication Room and respond within one (1) working day to all Private Communication Room messages from the User; and,

4.2.7.3.             complete the Task, including handover of all deliverables in the Private Communication Room, within the delivery timescales agreed with the User.

4.2.8.             If missing a previously agreed deadline is unavoidable then the Gurooo must inform the User immediately in the Private Communication Room and provide a revised delivery date.

4.2.9.             Failing to deliver the work within agreed timescales, or repeatedly revising previously agreed deadlines, may mean the User requests a cancellation of the Custom Task and will be entitled to a refund of any funds in the Escrow Account.

4.2.10. Late or non-delivery of a Task will negatively affect the Gurooo’s rankings on Gurooo.com.

4.2.11. All direct communication between User and Gurooo should go via the Private Communication Room to keep both parties protected in case of a Dispute.

4.2.12. The Invoice is raised on purchase of the Task and the Gurooo shall be paid on confirmation from the User that the Task has been successfully completed (or after a lapse of seven (7) days without response from the User in the event that the Gurooo confirms the Task is completed). The User agrees that he will not file a dispute or seek to reverse payment through their credit card provider, bank or PayPal

4.2.12. The fees charged in the Invoice should be as has been explicitly agreed upfront in the Bid. If the User’s requirements or the scope of the Task change materially during a Custom Task, the Gurooo may need to propose a change to a previously agreed price. This must be explicitly agreed in the Private Communication Room before any extra work is undertaken so that the User can confirm whether they wish to proceed with the additional scope for the extra cost.

4.2.13. The User must pay the Invoice within seven (7) days of the Invoice being Raised.

4.2.14. If the User does not agree that the Task has been completed then the User must provide the Gurooo with detailed feedback in the Private Communication Room on what work remains outstanding. The Gurooo must provide, and be given the chance to provide, at least two iterations of the deliverables based on detailed feedback from the User.

4.2.15. In accordance with the Gurooo.com Privacy & Cookie Policy, Gurooo.com may provide personal data of the User to the Gurooo if the Gurooo confirms that they intend to issue proceedings or pursue legal action against the User.

4.2.16. If on completion of the Task, the User authorises release of funds to the Gurooo, then the Guroo will be entitled to assume that the User is satisfied with the Task and does not have a dispute of any kind in relation to the Task..

4.3.             Gurooo Moments

4.3.1.             Gurooo Moments allows Users to purchase specific product lines authored and produced by Gurooos themselves.

4.3.2.             Users pay for Gurooo Moments immediately on purchase and User agree that they will not file a dispute or seek to reverse payment through their credit card provider, bank or PayPal.

4.3.3.             Where the User has additional requirements beyond those available in a selected Gurooo Moment, these should be negotiated between the parties in the Private Communication Room and will be regarded as ‘Add On’ Tasks, which are governed by the provisions of clause 4.2 above.

4.4.             Quality

4.4.1.             All Gurooos on Gurooo.com must strive to deliver a high standard of work, appropriately meeting their User’s needs.

4.4.2.             Specifically, Gurooos must ensure that all deliverables provided in a Task:

4.4.2.1.             are error free;

4.4.2.2.             fully-address each of the User’s defined requirements;

4.4.2.3.             are of a standard consistent with the level of expertise indicated in the Gurooo’s profile and Gurooo Moment or Bid for Tasks; and

4.4.2.4.             are a complete set of deliverables as defined in the Gurooo Moment description or as agreed in the Private Communication Room as part of the requirements for Tasks.

5. No liability

The User and Gurooo create a direct service contract between themselves and Gurooo.com are not party to that contract.

6. Intellectual Property Rights in work product

6.1.             In the case of Gurooo Tasks and Custom Tasks (including ‘Add On’ Tasks), ownership in and to any materials and or deliverables arising from a Task and any intellectual property rights therein, will be assigned to the User upon successful payment of the Task, unless otherwise agreed between the parties, as per clause 6.2 below.

6.2.             Should the User and Gurooo wish to include any special terms of the contract (for example, in relation to the ownership of the work produced, ownership of intellectual property rights or special rights of termination), the User and Gurooo should negotiate and document these terms in the Private Communication Room.

6.3.             The terms and conditions of each Task shall be deemed to incorporate a term that in consideration of the fee paid for the Task, the Gurooo thereby assigns to the User absolutely with full title guarantee the following rights throughout the world:

6.3.1.             the entire copyright and all other rights in the nature of copyright subsisting in the Task;

6.3.2.             any database right subsisting in the Task; and,

6.3.3.             all other rights in the Task of whatever nature, whether now known or created in the future, to which the Gurooo is now, or at any time after the date of Commencement of the Task may be, entitled by virtue of the laws in force in the United Kingdom and in any other part of the world.

6.4.             In each case for the whole term including any renewals, reversions, revivals and extensions and together with all related rights and powers arising or accrued, including the right to bring, make, oppose, defend, appeal and obtain relief (and to retain any damages recovered) in respect of any infringement, or any other cause of action arising from ownership, of any of these assigned rights, whether occurring before, on, or after the date of Commencement of the Task.

6.5.             In the case of Gurooo Moments and Gurooo Start-up Academy, unless otherwise agreed between the parties as per clause 6.2 above, all intellectual property rights remain with the Gurooo (or the relevant author or producer of the material, if different) and the Gurooo licenses the material non-exclusively to the User for the User’s private and business use only, and not for commercial exploitation by the User, which is strictly prohibited, again unless otherwise agreed in accordance with clause 6.2 above.

7. User and Gurooo warranties

Users warrant that:

7.1.             you are able to pay for the services if you are a User and perform the services if you are a Gurooo;

7.2.             you are not in breach of any applicable laws, rules or regulations or obligations to any other person;

7.3.             you have made and will make all required legal and tax filings. If relevant, you will file all necessary legal documentation relating to your self-employment required by any governmental body, and pay all applicable taxes including without limitation PAYE or other income tax and national insurance;

7.4.             you shall not (and shall not permit) any third party to either take any action or upload, download, post, submit or otherwise distribute or facilitate distribution of any Content, Task, or Bid on or through the services Gurooo.com provide, including without limitation any User Content, that infringes any patent, trademark, trade secret, copyright or other right of any other person or entity or violates any law or contractual duty.

8. Payments

8.1.             Payments are released to the Gurooo for a Task once it has been agreed by the User that the Task has been successfully completed (or where the Gurooo confirms completion of the Task, after seven (7) days have elapsed without a response from the User).

8.2.             The Gurooo must not request a release of funds from the Escrow Account prior to Task completion; the purpose of funds being held in the Escrow Account is to provide the Gurooo with the security needed for them to undertake the work. Users must report such cases immediately. In such cases the Gurooo’s account may be temporarily or permanently suspended.

8.3.             All payments between User and Gurooo must be processed through Gurooo.com, both for work sourced on Gurooo.com and for any follow-on and future work between the User and Gurooo, either for the same Task or for any future Tasks. A Gurooo may seek express written permission from Gurooo.com to allow payment by alternative means for a specific invoice or payment if the Gurooo intends to issue proceedings or pursue legal action against the User.

8.4.             Payment (or attempt of) outside of Gurooo.com is a breach of these terms and conditions unless the prior express written consent of Gurooo.com has been obtained. Such payment (or attempt of) will lead to temporary and/or permanent suspension of the User’s and/or Gurooo’s account from Gurooo.com. The Gurooo will be liable for any loss of business and legal expenses that Gurooo.com may incur in recovering it. Gurooo.com reserve the right to sanction funds held for the Gurooo in the Escrow Account in order to recover lost fees. Moreover, Gurooo.com will not mediate any Disputes or be liable to either the User or Gurooo’s loss of business as a result of violation of this clause. Users must report attempts or offers to make payment outside of Gurooo.com by their User or Gurooo to Gurooo.com immediately.

8.5.             To request that Gurooo.com withdraw funds from the Escrow Account, a Gurooo needs to request a withdrawal. Gurooo.com process payments monthly and will send the money to the Gurooo via their selected payment preference on a fixed date each month. Once Gurooo.com has processed payments, they are then subject to timescales imposed by the banking system.

8.6.             Payments received into the Escrow Account within five banking days of the monthly payment date in clause 8.5 above will not be included in that monthly batch and will instead be paid to Gurooos in the following month’s batch of payments.

8.7.             For security reasons and pursuant to anti-money laundering laws and regulations, Gurooo.com reserves the right to request additional information from Users and Gurooos, including original documents, and to verify documents with issuing institutions. Therefore, we reserve the right to request the following proofs of identity:

8.7.1.             a copy of a Government issued ID (Passport, Driver’s License or National ID Card);

8.7.2.             a copy of a recent utility bill showing your name and address (less than three (3) months old);

8.7.3.             For credit/debit card users (one of the following):

8.7.3.1.            a copy of the front and back of the card used. For your own security, we recommend that you blank out the central 8 digits of the card number digits, and the last three digits from the number on the back;

8.7.3.2.             credit or debit card Statement of the card used on your Gurooo.com account (less than three (3) months old). For your own security, you must blank out the central 8 digits of the card number digits;

8.7.4.             For PayPal users, your PayPal Account statement showing your PayPal registered name, e-mail address and verification status along with any relevant transactions.

8.8.             For international bank transfers, credit to the beneficiary may be delayed by factors such as local bank holidays, delays by an intermediary bank or other local conditions. Please note that some countries have been designated as “slow-to-pay” countries, and transfers made to those countries may take several days or even weeks in crediting the receiving account.

8.9.             In using the Escrow Account Gurooo.com act, subject to these terms and conditions, as stakeholder for the User and the Gurooo. Gurooo.com hold the funds in a separate client account. Gurooo.com is not a deposit taking body and any monies held by Gurooo.com on a User’s behalf are not insured deposits. Users will not receive interest or other earnings on the funds in their Escrow Account. Gurooo.com will endeavour to ensure that the funds in the Escrow Account are available to the User in accordance with this Agreement, but we do not guarantee that they will be available to the User in circumstances which are unforeseen or beyond our control.

8.10.             If Gurooo.com has to return funds to the User due to the User (contrary to this Agreement) filing a dispute or requesting a payment be reversed through its credit or debit card provider, bank or Paypal, then Gurooo.com will be entitled to recover any such amount from the Gurooo (and if insufficient monies are in the Escrow Account), credit or debit card or other previously made payment method if available. If Gurooo.com is unable to recover the amount returned to the User from the Gurooo in full, then the Gurooo agrees to pay to Gurooo.com any outstanding sums within forty-eight (48) hours of Gurooo.com making a request.

8.11.             To prevent funds being held indefinitely in the Escrow Account:

8.11.1.             Gurooo.com will notify the Gurooo in the event of funds being held in an Escrow Account for a Task that:

8.11.1.1.             does not have an unpaid Invoice nor an open Dispute;

8.11.1.2.             has not had any activity in the Private Communication Room for a period of one (1) calendar month or longer. Activity is defined as any action by the User or Gurooo in the Private Communication Room such as: a message posted, an Invoice is raised, a deposit into the Escrow Account made or a Refund Request raised.

8.11.2.             The Gurooo will be asked to confirm either:

8.11.2.1.             that the Task is still in progress by posting a message to the User in the Private Communication Room with an update on progress;

8.11.2.2.            that the Task has been completed by raising an Invoice in accordance with this Agreement; or,

8.11.2.3.             that the Task was cancelled and issuing the User with a refund in accordance this Agreement.

8.11.3.             If no action is taken by the Gurooo within seven (7) days it will be assumed that the Task was not delivered by the Gurooo and the funds held in the Escrow Account will be automatically refunded back to the User. In this event, the Gurooo’s rankings will be affected.

9. Reviews and Feedback

9.1.             When the Task is completed and the Gurooo has been paid by the User, both parties are asked to provide qualitative feedback and a rating for the other party. This rating influences the ranking of each User and Gurooo on Gurooo.com.

9.2.             Both parties should complete the feedback honestly. Users and Gurooos must not falsify feedback, manipulate or coerce another User or Gurooo by threatening negative feedback or offer incentives in exchange for feedback. Any attempts of this nature should be reported immediately to Gurooo.com.

9.3.             Feedback comments that are reported to us as defamatory, abusive or offensive will be reviewed and may be removed at our discretion.

10. Cancellations and refunds

10.1             Cancellation of a Task

10.1.1.             After the Commencement of a Task, the User or Gurooo may request a cancellation:

10.1.1.             the requestor must notify the other party of the cancellation by placing a message in the Private Communication Room. Alternatively, if there are funds in the Escrow Account and the User believes they are entitled to a refund, the User can notify the Gurooo of the cancellation by requesting a refund using the “Request Refund” action on the Private Communication Room;

10.1.2.             if the User fails to notify the Gurooo in the Private Communication Room that they wish to cancel the Task and the Task is subsequently completed, the User must pay for the service delivered in accordance with this Agreement and should not seek to file a dispute or reverse payment with their credit card provider, bank or PayPal.

10.1.2.             Once notified of a cancellation:

10.1.2.1.             the Gurooo should stop working on the Task immediately;

10.1.2.2.            the parties should agree in the Private Communication Room what payment is necessary. If the cause of the cancellation was not due to any of the circumstances listed in sub-clause 10.1.2 below, then the Gurooo is entitled to request payment at minimum equal to the value of the deposit funds held in the Escrow Account, and the Gurooo should request payment from the User and raise an Invoice accordingly.

10.2             Refund policy

10.2.1.             A User is entitled to receive a refund of funds held in the Escrow Account, under the following circumstances:

10.2.1.1.            the Gurooo has not responded in the Private Communication Room within one (1) working day of the Commencement of the Task;

10.2.1.2.             non-delivery:

10.2.1.3.             for Gurooo Moments, the Gurooo did not deliver the product;

10.2.1.4.             for fixed price or price per item Custom Tasks, non-delivery means agreed scope of work was not delivered within the agreed timescales;

10.2.1.5.             the deliverables provided by the Gurooo do not meet the User’s reasonable expectations, after at least two (2) revisions have been provided by the Gurooo in response to detailed feedback from the User; or

10.2.1.6.             the Gurooo lost a Dispute.

10.2.2.             The User and the Gurooo may mutually agree to a refund for reasons other than the previous clause however authorisation of such refunds will be subject to a review by Gurooo.com.

10.2.3.             Refunds are only applicable to funds held in the Escrow Account. Funds should only be paid out of the Escrow Account once the User is satisfied that the Task (or any agreed milestone deliverables) has been completed. By releasing funds from the Escrow Account, the User accepts that this money is non-refundable.

10.2.4.             Users must avoid filing a dispute or reversing payment through their credit or debit card holder, Bank or PayPal. Attempts to seek a refund in this way will lead to the User’s account being automatically suspended.

10.2.5.             In case a User is entitled to a refund, the User receives the funds requested minus a refund fee equal to ten percent (10%) of the requested amount. The refund fee is waived in case the Gurooo is at fault for the refund.

10.3.             Requesting a refund

10.3.1.             A User can request a refund of the funds held in the Escrow Account excluding the refund fee as described in sub-clause 10.2.5 above, using the “Request Refund” action in the Private Communication Room and specifying a reason for their request:

10.3.1.1.             the Gurooo must either approve or reject the Refund Request. Rejected Refund Requests are raised automatically to Gurooo.com for review;

10.3.1.2.             if the Gurooo does not respond to a Refund Request within three (3) working days (a “non-actioned” Refund Request) then Gurooo.com may release the funds automatically back to the User subject to the following clause.

10.3.2.             Gurooo.com will process approved (or non-actioned) refund requests back to the User subject to a review of the refund reason and circumstances to ensure that both parties have complied with this Agreement, and that the purpose of the refund is not to avoid any of the parties’ obligations under this Agreement. If Gurooo.com reasonably believes that the parties have not complied with this Agreement or are seeking to avoid any such obligations, Gurooo.com shall not be obliged to make the refund.

10.4.             Refund and cancellation penalties

10.4.1.             Users are strictly discouraged from causing cancellations and refunds. Refunds will impact Users standing on Gurooo.com as follows:

10.4.1.1.             where the Gurooo is at fault for the refund (for example, due to no response, poor quality of work or they have cancelled the Task), it will negatively impact their Gurooo status and rankings;

10.4.1.2.             where the User is found to be the cause for the refund (for example, an early cancellation due to a change in their business need) it will negatively impact their User status;

10.4.1.3.             multiple refunds attributed to a User will lead to temporary and/ or permanent restrictions on their account depending upon the severity.

10.4.2.             Gurooo.com will process approved (or non-actioned) refund requests back to User, subject to a review of the refund reason and circumstances to ensure that both parties have complied this Agreement, and that the purpose of the refund is not to avoid any of the parties’ obligations under this Agreement. If Gurooo.com reasonably believes that the parties have not complied with this Agreement or are seeking to avoid any such obligations Gurooo.com shall not be obliged to make the refund.

11. Disputes

11.1.             Gurooo.com encourage our Gurooos and Users to try and resolve any disagreements between themselves. Gurooo.com does not provide dispute resolution services for Users and Gurooos, however in the event the parties are in dispute regarding funds held in the Escrow Account, Gurooo.com will take the following steps.

11.2.             Users and Gurooos should make use of Gurooo.com’s online reporting system, which will create a support ticket, a copy of which will be sent to the reporting party. The other party will then be notified that a dispute has been raised.

11.3.             In the first instance, Gurooo.com will ask both parties to try to resolve the dispute between them informally.

11.4.             In the event that the parties cannot resolve their dispute within seven (7) days of notification to Gurooo.com, then we will aim to make a resolution decision on behalf of both parties. If, while we are considering the matter, a mutual resolution is agreed between both parties in the Private Communication Room, then the dispute will either be cancelled or resolved in line with the mutual agreement.

11.5.             In the event of having to make a resolution decision, Gurooo.com will use only the communication in the Private Communication Room as sole evidence, and consider:

11.5.1.             if both parties are acting in good faith and have tried to resolve the issue between themselves before contacting us, including at least a second attempt made between both parties to complete or rectify the Task;

11.5.2.             if the Task was delivered (or the milestone was met, if the Dispute is for a milestone payment) in accordance with this Agreement;

11.5.3.             for Disputes concerning the quality of the work delivered: Gurooo.com will consider whether the Gurooo has met the reasonable expectations of the User. Assessments on quality of a subjective nature or requiring specialist technical or subject matter expertise, will not form part of the resolution decision;

11.5.4.             if the User and Gurooo have complied with this Agreement.

11.6.             In the event of having to make a resolution decision on behalf of the parties, Gurooo.com will notify both parties within fourteen (14) days of the Dispute. The disputed funds shall be dealt with in accordance with the resolution decision and this Agreement. Our involvement with the Dispute ends once the resolution in relation to the Dispute has been communicated.

12. Our fees

12.1.             Gurooo.com do not charge a fee to the User. Gurooo.com only pass on payment processing fees on deposit of funds as per its published rates from time-to-time, which will be notified to Users prior to payment.

12.2.             For Gurooos, Gurooo.com charges a fixed percentage fee on all earnings (the rates are published on the website), subject to a minimum fee per invoice of ONE POUND (£1).

12.3.             All fees are exclusive of VAT.

12.4.             When a Gurooo withdraws funds from their Escrow Account, Gurooo.com pass on any fees incurred to process the payment by third parties as a withdrawal fee, as per its published rates from time-to-time:

12.5.            A currency conversion fee (at rates published on the website from time-to-time) will be applied every time Gurooo.com performs a currency conversion. When a currency conversion is available by Gurooo.com, you will be shown the exchange rate that will be applied to the transaction before you proceed with authorising the payment transaction. By accepting this transaction, you also agree to the exchange rate currency conversion terms.

13. Governing Law

This Agreement and any dispute, claim or controversy arising out of or in connection with them or their subject matter or formation (including non-contractual disputes or claims) shall be governed by and construed in accordance with English law. The courts of England and Wales shall have exclusive jurisdiction to settle any dispute or claim that arises out of or in connection with this Agreement or its subject matter or formation (including non-contractual disputes or claims).

WEBSITE TERMS OF USE

These Website Terms of Use (‘Terms’) applies as between you, the User of this Website and Gurooo.com, the owner(s) of this Website, as defined below. Your agreement to comply with and be bound by these Terms is deemed to occur upon your first use of this Website. If you do not agree to be bound by these Terms, you should stop using this Website immediately.

  1. Definitions and Interpretation

In this Agreement the following terms shall have the following meanings:

“Account” means collectively the personal information, Payment Information and credentials used by Users on the Website;
Content” means any text, graphics, images, audio, video, software, data compilations and any other form of information capable of being stored in a computer that appears on or forms part of this Website;
Gurooo.com” means Gurooo Technologies Limited, a company registered in England & Wales, at the Cardiff office of Companies House, under Company Number 09449641, of registered office 111 Piccadilly, Manchester, United Kingdom, M1 2HY;
Service” means collectively any online facilities, tools, services or information that Gurooo.com makes available through the Website either now or in the future;
“Services” means the products and services available to you through this Website;
“Payment Information” means any details required for the purchase of Services via this Website.   This includes, but is not limited to, credit / debit card numbers, bank account numbers and sort codes;
“Purchase Information” means collectively any orders, invoices, receipts or similar that may be in hard copy or electronic form;
“Premises” means our place(s) of business in the United Kingdom;
System” means any online communications infrastructure that Gurooo.com makes available through the Website either now or in the future. This includes, but is not limited to, some or all of a Private Communications Room, message boards, live chat facilities and email links;
“User” / “Users” means any third party (including, without limitation, those seeking the services of Gurooos and those providing such services) that accesses the Website and is not employed by Gurooo.com and acting in the course of their employment; and
“Website” means the website that you are currently using, and any sub-domains of this site, unless expressly excluded by their own terms of use.

2. Business Customers These Terms apply to both consumers and business customers only. .

3. Intellectual Property

3.1. Subject to the exceptions in clause 4 below, all Content included on the Website, unless uploaded by Users, including, but not limited to, text, graphics, logos, icons, images, sound clips, video clips, data compilations, page layout, underlying code and software is the property of Gurooo.com, our affiliates or other relevant third parties. By continuing to use the Website you acknowledge that such material is protected by applicable United Kingdom and International intellectual property and other laws.

Subject to clause 5 below you may not reproduce, copy, distribute, store or in any other fashion re-use material from the Website unless otherwise indicated on the Website or unless given express written permission to do so by com.

4. Third Party Intellectual Property

4.1. Unless otherwise expressly indicated, all Intellectual Property rights including, but not limited to, Copyright and Trademarks, in product images and descriptions belong to the manufacturers or distributors of such products as may be applicable.

4.2. Subject to clause 6 below, you may not reproduce, copy, distribute, store or in any other fashion re-use such material unless otherwise indicated on the Website or unless given express written permission to do so by the relevant manufacturer or supplier.

5. Fair Use of Intellectual Property

Material from the Website may be re-used without written permission where any of the exceptions detailed in Chapter III of the Copyright Designs and Patents Act 1988 apply.

6. Links to Other Websites

This Website may contain links to other sites. Unless expressly stated, these sites are not under the control of Gurooo.com or that of our affiliates. We assume no responsibility for the content of such websites and disclaim liability for any and all forms of loss or damage arising out of the use of them. The inclusion of a link to another site on this Website does not imply any endorsement of the sites themselves or of those in control of them.

7. Links to this Website

Those wishing to place a link to this Website on other sites may do so only to the home page of the site without prior permission. Deep linking (i.e. links to specific pages within the site) requires the express permission of Gurooo.com. To find out more please contact us by e-mail at support@gurooo.com

8. Use of Communications Facilities

8.1. When using any System on the Website you should do so in accordance with the following rules:

8.1.1. you must not use obscene or vulgar language;

8.1.2. you must not submit Content that is unlawful or otherwise objectionable. This includes, but is not limited to, Content that is abusive, threatening, harassing, defamatory, ageist, sexist or racist;

8.1.3. you must not submit Content that is intended to promote or incite violence;

8.1.4. it is advised that submissions are made using the English language as we may be unable to respond to enquiries submitted in any other languages;

8.1.5. the means by which you identify yourself must not violate these Terms or any applicable laws;

8.1.6. you must not impersonate other people, particularly employees and representatives of Gurooo.com or our affiliates; and,

8.1.7. you must not use our System for unauthorised mass-communication such as “spam” or “junk mail”.

8.2. You acknowledge that Gurooo.com reserves the right to monitor any and all communications made to us or using our System.

8.3. You acknowledge that Gurooo.com may retain copies of any and all communications made to us or using our System.

8.4. You acknowledge that any information you send to us through our System may be modified by us in any way and you hereby waive your moral right to be identified as the author of such information. Any restrictions you may wish to place upon our use of such information must be communicated to us in advance and we reserve the right to reject such terms and associated information.

9. Accounts

9.1. In order to procure Services on this Website and to use our facilities you are required to create an Account which will contain certain personal details and Payment Information which may vary based upon your use of the Website as we may not require payment information until you wish to make a purchase. By continuing to use this Website you represent and warrant that:

9.1.1. all information you submit is accurate and truthful;

9.1.2. you have permission to submit Payment Information where permission may be required; and

9.1.3. you will keep this information accurate and up-to-date.

Your creation of an Account is further affirmation of your representation and warranty.

9.2. It is recommended that you do not share your Account details, particularly your username and password. Gurooo.com accepts no liability for any losses or damages incurred as a result of your Account details being shared by you. If you use a shared computer, it is recommended that you do not save your Account details in your internet browser.

9.3. If you have reason to believe that your Account details have been obtained by another without consent, you should contact Gurooo.com immediately to suspend your Account and cancel any unauthorised orders or payments that may be pending. Please be aware that orders or payments can only be cancelled up until provision of Services has commenced. In the event that an unauthorised provision commences prior to your notifying us of the unauthorised nature of the order or payment, Gurooo.com accepts no liability or responsibility and you should make contact with the third party service provider detailed in the Purchase Information.

9.4. When choosing your username you are required to adhere to the terms set out above in clause 8. Any failure to do so could result in the suspension and/or deletion of your Account.

10. Termination and Cancellation

10.1. Either Gurooo.com or you may terminate your Account. If Gurooo.com terminates your Account, you will be notified by email and an explanation for the termination will be provided. Notwithstanding the foregoing, we reserve the right to terminate without giving reasons.

10.2. If Gurooo.com terminates your Account, any current or pending orders or payments on your Account will be cancelled and provision of Services will not commence. You accept full responsibility and liability for any financial consequences that may result from this and you indemnify and hold harmless Gurooo.com in this regard.

10.3. Gurooo.com reserves the right to cancel orders or payments without stating reasons, for any reason prior to processing payment or commencing Services provision. You accept full responsibility and liability for any financial consequences that may result from this and you indemnify and hold harmless Gurooo.com in this regard.

10.4. If orders or payments are cancelled for any reason prior to commencement of Services provision you will be refunded any monies paid in relation to those purchases.

10.5. If you terminate your Account any non-completed orders or payments will be cancelled and you will be refunded any monies paid in relation to those orders.

11. Disclaimers

11.1. Gurooo.com makes no warranty or representation that the Website will meet your requirements, that it will be of satisfactory quality, that it will be fit for a particular purpose, that it will not infringe the rights of third parties, that it will be compatible with all systems, that it will be secure and that all information provided will be accurate. We make no guarantee of any specific results from the use of our Service or Services.

11.2. No part of this Website is intended to constitute advice and the Content of this Website should not be relied upon when making any decisions or taking any action of any kind.

11.3. No part of this Website is intended to constitute a contractual offer capable of acceptance.

11.4. Whilst Gurooo.com uses reasonable endeavours to ensure that the Website is secure and free of errors, viruses and other malware, all Users are advised to take responsibility for their own security, that of their personal details and their computers.

12. Changes to the Service and these Terms

Gurooo.com reserves the right to change the Website, its Content or these Terms at any time. You will be bound by any changes to the Terms from the first time you use the Website following the changes. If Gurooo.com is required to make any changes to Terms by law, these changes will apply automatically to any orders currently pending in addition to any orders placed by you in the future.

13. Availability of the Website

13.1. The Service is provided “as is” and on an “as available” basis. We give no warranty that the Service will be free of defects and / or faults. To the maximum extent permitted by law we provide no warranties (express or implied) of fitness for a particular purpose, accuracy of information, compatibility and satisfactory quality.

13.2. Gurooo.com accepts no liability for any disruption or non-availability of the Website resulting from external causes including, but not limited to, ISP equipment failure, host equipment failure, communications network failure, power failure, natural events, acts of war or legal restrictions and censorship.

14. Limitation of Liability

14.1. To the maximum extent permitted by law, Gurooo.com accepts no liability for any direct or indirect loss or damage, foreseeable or otherwise, including any indirect, consequential, special or exemplary damages arising from the use of the Website or any information contained therein. Users should be aware that they use the Website and its Content at their own risk.

14.2. Nothing in these Terms excludes or restricts Gurooo.com’s liability for death or personal injury resulting from any negligence or fraud on the part of Gurooo.com.

14.3. Nothing in these Terms excludes or restricts Gurooo.com’s liability for any direct or indirect loss or damage arising out of the incorrect provision of Services or out of reliance on incorrect information included on the Website.

14.4. Whilst every effort has been made to ensure that these Terms adhere strictly with the relevant provisions of the Unfair Contract Terms Act 1977, in the event that any of these terms are found to be unlawful, invalid or otherwise unenforceable, that term is to be deemed severed from these Terms and shall not affect the validity and enforceability of the remaining Terms. This term shall apply only within jurisdictions where a particular term is illegal.

15. No Waiver

In the event that any party to these Terms fails to exercise any right or remedy contained herein, this shall not be construed as a waiver of that right or remedy.

16. Previous Terms

In the event of any conflict between these Terms and any prior versions thereof, the provisions of these Terms shall prevail unless it is expressly stated otherwise.

17. Third Party Rights

Nothing in these Terms shall confer any rights upon any third party. The agreement created by these Terms is between you and Guroo.com.

18. Communications

18.1. All notices / communications shall be given to us either by post to our Premises (see address above) or by email to Gurooo.com. Such notice will be deemed received three (3) days after posting if sent by first class post, the day of sending if the email is received in full on a business day and on the next business day if the email is sent on a weekend or public holiday.

18.2. Gurooo.com may from time to time send you information about our products and/or services. If you do not wish to receive such information, please click on the ‘Unsubscribe’ link in the e-mail we send you.

19. Law and Jurisdiction

These Terms and the relationship between you and Gurooo.com shall be governed by and construed in accordance with English law and Gurooo.com and you agree to submit to the exclusive jurisdiction of the courts of England & Wales.