TERMS OF SERVICE

Last updated: 10.01.2018

These Terms of Service govern the use of the services offered by Outsource Estonia OÜ, registration number 14251450, address Kääri road 31, Lähtse village, Kiili parish, Estonia, phone number 372 5698 7256, e-mail info@outsource-estonia.com, on the website www.outsource-estonia.com

Such services and the website together are hereinafter referred to as the “Service.”

Please read these Terms of Service before using the Service. Your use of the Service constitutes your acceptance of and agreement to all the terms and conditions in these Terms of Service, your representation that you are 18 years of age or older and/or you are the legal representative of the company and you have the right to accept these Terms of Service on behalf of the respective company. If you object to anything in these Terms of Service, you may not use the Service. In case of any questions please contact Outsource Estonia OÜ (see contact information above).

The Terms of Service are subject to change from time to time, effective upon posting on www.outsource-estonia.com. Last update date will be indicated. Use of the Service after such posting will constitute your acceptance of and agreement to such changes. Therefore, you should check these Terms of Service each time to see if they have been changed.

1. DEFINITIONS

1. SERVICE

www.outsource-estonia.com is an online platform that helps Clients to find Partners for their Projects. The main aim of the Service is to enable Clients to request and purchase Projects and the Partners to offer their services to the Clients.

The use of the Service for submitting Project requests is free, unless otherwise agreed in these Terms of Service. The size of the fee payable to a Partner for a Project shall be agreed in the Project Agreement. OE will invoice Partner for fee for Service based on Project engagements and agreement with the Partner.

The Client shall have the right to use the Service only with the help of commonly used web browsers (for instance, Internet Explorer, Edge, Chrome, Mozilla Firefox, Safari etc.). The Client shall not use the Service by devices, enabling automatic inquiries without agency of man.

OE shall use its best endeavours to ensure that the Service is constantly available and usable. However, OE shall not be responsible for whatsoever interruptions in work of the Service or for damage incurred through interruption.

OE shall not be responsible for whatsoever damage, incurring to the Client or a third party in connection with use of the Service. Insomuch that the liability of OE cannot be excluded the liability of OE shall be limited to the amount equal to 50 EUR. In case the Service does not conform to these Terms of Service (including, if the provision of Service is delayed) and OE is liable for it, OE shall have the right to cure the breach either by repairing the Service or by extending the period of the provision of Service. The Client shall not be entitled to exercise its remedies as far as OE has cured the breach or it is still possible to cure the breach.

1. USER ACCOUNT

The Client can register a User account for www.outsource-estonia.com Service. User account makes it possible for the Client to request Projects and to use other services.

For creating a User account, the Client must fill in the application form on the Service and confirm these Terms of Service. The User account is meant to be used by the Client only. The Client shall not be permitted to allow third parties to access the Services via the User account.

The User account enables the Client to request Projects. If the Projects have been requested via the User account, it shall be considered that the Project has been requested by the Client, therefore the rights and obligations related to requesting the Project shall arise to the Client.

OE shall have the right, from time to time, to suspend the use of the User account or delete the User account, if the data related to the User account is incorrect or if the Client has used the User account in a manner, which infringes the rights or interests of OE or third parties.

1. PROJECTS

The Service enables Clients to request, including, but not limited to, the following Projects: creation of a poster, banner, corporate identity, illustration logo; creation of a UX, web design, web development, e-shop, SEO; creation of mobile apps, mobile development; creation of animation, TV commercials, music videos, viral videos.

Engagement of requested Project depends on Partners and may depend on Client’s budget, timeline, special conditions, etc. Therefore OE cannot guarantee proposal(s) from Partners for each request.

In order to request a Project, a Client shall fill in the online application form, identifying the deadline and budget for the specific Project and describing the Client’s business, project and expectations. The Client that has requested the Project is assigned an account manager provided by OE. An account manager shall within 48 working hours contact the Client via the Service and/or e-mail regarding the available Partners that correspond to expectations and qualifications identified by the Client in their application. The Client can then choose the best Partner to negotiate with. Further communication shall be solely between the Client and the Partner.

1. PROJECT AGREEMENT

The description, scope and cost of the Project provided by a Partner to a Client and the performance and billing specifications will be set out in the Project Agreement to be entered into between the Client and the Partner. The Project Agreement shall not be in conflict with these Terms of Service; any provision of the Project Agreement in conflict with these Terms of Service shall be automatically void.

The relationship between the Users shall be that of independent contractors and nothing in these Terms of Service shall be deemed to create a partnership, joint venture, agency, or employer-employee relationship between OE and any Client and/or Partner.

1. LIABILITY

The Service is exclusively a technical solution to connect Users. OE shall not take part in further dealing, contracting, billing or any other kind of interaction between Users.

OE has no control over and does not guarantee Partners’ ability to perform, complete and deliver the Project or the quality, accuracy or legality of any Project performed and/or delivered by Partners.

OE is not responsible for and will not control the manner, in which the Partners operate and is not involved in hiring, firing, discipline or working conditions of the Partners and will not provide any Partner with any materials or tools to perform and deliver the Projects. Although OE may perform background checks from public sources of Partners, OE cannot confirm or guarantee that quality of the work of each Partner. OE does not assume any responsibility for the accuracy or reliability for the information submitted by Partners or any information provided in the course of Service. When interacting with Partners the Client should exercise caution and common sense to protect its safety and property. OE recommends that the Client thoroughly studies the background of a Partner before entering into the Project Agreement.

OE shall not be responsible for the data or documents submitted by the Client, when using the Service. The liability for accuracy and legality of any data or documents entered by the Client shall be exclusively born by the Client. The Client shall have the right to enter only such data or documents, which are correct and do not infringe the rights or interests of OE or any third party.

Should a Client have a dispute with a Partner regarding the performance and/or quality of the Project and/or payment issues of the Project, a Client shall release OE (and its officers, directors and employees) from any and all claims, demands, or damages (actual or consequential) of every kind and nature, known and unknown, suspected and unsuspected, disclosed and undisclosed, arising out of or in any way connected with such disputes.

1. INTELLECTUAL PROPERTY OE

All text, graphics, editorial content, data, formatting, graphs, designs, HTML, look and feel, photographs, music, sounds, images, software, videos, designs, typefaces and other content that Users see or read in the course of Service is owned or licensed by OE. The intellectual property shall be protected in all forms, media and technologies now known or hereinafter developed under domestic and international laws of copyright, patents, and other proprietary rights and laws. Users may not copy, download, use, redesign, reconfigure, or retransmit anything from the Service without OE’s express prior written consent. Any use of intellectual property, other than as permitted therein, is prohibited without the prior permission of OE.

The trademarks of OE, including OE logos, branding, etc., are owned by OE. Any other trademarks, logos and/or trade names appearing via the Service are the property of their respective owners. You may not copy or use any of these marks, logos or trade names without the express prior written consent of the owner.

1. PRIVACY

OE will process the Clients’ personal data, in order to provide the Service to the Clients. The Client’s personal data subject to processing includes the data submitted by the Users like User name and sure name, e-mail address and other contact data, as well as data collected while using the Service, like types of Projects requested, Project requirements, etc.

By submitting data to OE, the User grants OE with its express and explicit consent to process the User’s data to the extent necessary for providing Service. OE will also use data for statistical purposes, to improve and expand its Services. Such information may be publish in an anonymous form.

User has the right to withdraw their consent prospectively at any time and demand that their personal data is amended or no longer processed or that the collected personal data is deleted or closed, as well the right to demand information regarding the collected personal data.

OE may use cookies to improve overall Service experience.

OE uses the appropriate administrative, technical, and physical security measures to protect our Users’ and other visitors’ information and data against loss, misuse and alteration.

1. CONFIDENTIALITY

Confidential information means all non-public information disclosed by OE or a User or their respective employees, contractors or agents, that is designated as confidential or that, given the nature of the information or circumstances surrounding its disclosure, reasonably should be understood to be confidential.

OE or Users shall not disclose confidential information to any third party; provided that it may, however, disclose confidential information to its employees and agents, who need to know this confidential information, in order to assure its compliance with these Terms of Service. Each party shall be liable for all violations by its employees and agents. In the event that a party is required to disclose confidential information pursuant to any applicable statute, regulation or order of a court of competent jurisdiction, that party may do so provided that it uses commercially reasonable efforts to notify the other party of the required disclosure.

1. TERMINATION AND SUSPENSION

OE may terminate or suspend the Client’s right to use the Service if the Client breaches these Terms of Service or any policy of OE posted through the Service or if the Client breaches the Project Agreement, or if OE otherwise finds that the Client has engaged in inappropriate and/or offensive behavior. In addition to terminating or suspending the account, OE reserves the right to take appropriate legal action, including pursuing civil, criminal, and injunctive relief.

Even after the User’s right to use the Service is terminated or suspended, the Terms of Service will remain enforceable against the User.

User may terminate the Terms of Service at any time by ceasing all use of the Service. All sections, which by their nature should survive the expiration or termination of the Terms of Service shall continue in full force and effect subsequent to and notwithstanding the expiration or termination of the Terms of Service.

1. GOVERNING LAW AND JURISDICTION

These Terms of Service shall be governed by and construed in accordance with the laws of the Republic of Estonia.  Any claim or cause of action arising under or related to these Terms of Service shall be resolved by negotiations. Any disputes arising or related to these Terms of Service or the Service, which cannot be solved by way of negotiation, shall be settled in Harju County Court, Estonia.

1. COMPLETE AGREEMENT

These Terms of Service constitute the entire legally binding agreement between the User and OE with respect to the subject matter hereof.