Terms of Service

1. Agreement to Terms

These Terms of Service ("Terms", "Agreement") constitute a legally binding agreement between you ("User", "you", "your") and Freelancea LLC ("Freelancea", "Company", "we", "us", "our"), a Limited Liability Company formed and registered in the United States of America.

By accessing, browsing, registering for, or using our Services through any platform including:

• Website: www.freelancea.net and all subdomains
• iOS Application (Apple App Store)
• Android Application (Google Play Store)
• Progressive Web Application (PWA)
• Any other digital platforms operated by Freelancea

You acknowledge that you have read, understood, and agree to be bound by these Terms and our Privacy Policy.

2. Definitions

For the purposes of these Terms:

• "Platform" or "Services" means the Freelancea marketplace, including website, mobile applications, and all associated services
• "Client" means a User who posts jobs, hires Freelancers, or purchases services
• "Freelancer" means a User who offers services, bids on jobs, or provides work
• "User" means any person who accesses or uses the Services, whether as a Client, Freelancer, or visitor
• "Contract" means an agreement between a Client and Freelancer facilitated through the Platform
• "Connect" means a credit required to submit a proposal or bid on a job posting
• "Content" means text, images, videos, files, messages, proposals, reviews, and any other materials uploaded to or shared through the Platform
• "Service Fee" means the commission charged by Freelancea as outlined in Section 5

3. Eligibility and Account Registration

3.1 Eligibility Requirements

To use Freelancea Services, you must:

• Be at least 18 years of age
• Have the legal capacity to enter into binding contracts
• Not be prohibited from using the Services under applicable laws
• Not have been previously banned or suspended from Freelancea
• Provide accurate, current, and complete registration information
• Maintain and update your information to keep it accurate and current

3.2 Account Registration

When creating an account, you agree to:

• Provide truthful and accurate information
• Maintain the security and confidentiality of your account credentials
• Immediately notify us of any unauthorized access or security breach
• Accept responsibility for all activities under your account
• Not share, sell, or transfer your account to any other person
• Not create multiple accounts for fraudulent purposes

3.3 Account Verification

Freelancea reserves the right to require identity verification at any time, including but not limited to:

• Government-issued identification documents
• Tax identification numbers (SSN, EIN, VAT)
• Bank account or payment method verification
• Address verification documents
• Business registration documents (for business accounts)
• Video verification calls

Failure to complete verification when requested may result in account suspension or termination and withholding of funds.

4. Description of Services

4.1 Platform as Intermediary

Freelancea operates as an online marketplace platform that facilitates connections between Clients seeking services and Freelancers offering services. Freelancea is NOT:

• An employer, agent, or representative of any User
• A party to any Contract between Clients and Freelancers
• Responsible for the actual provision of services
• A guarantor of work quality, completion, or payment
• An employment agency or recruiting service
• A staffing company or professional services firm

4.2 Available Features

The Platform may include (but is not limited to):

• Job posting and browsing functionality
• Freelancer profile creation and portfolio management
• Proposal submission and bid management
• Contract creation and management tools
• Messaging and communication systems
• Payment processing and escrow services
• Time tracking and project management tools
• Review and rating systems
• Dispute resolution services
• Analytics and reporting dashboards

5. Fees and Payment Terms

5.1 Freelancer Fees

Service Commission:

• Freelancea charges a 7% commission on all earnings
• Commission is automatically deducted from project payments
• Commission applies to all payment types (hourly, fixed-price, milestones)

Connects:

• 20 free Connects provided monthly (non-refundable, non-transferable)
• Additional Connects available for purchase at $0.75 each
• 1 Connect required per job proposal submission
• Connects do not expire once purchased
• Free monthly Connects reset on the first of each month
• No refunds for unused Connects

5.2 Client Fees

• Contract Initiation Fee: $1.00 per contract
• Payment Processing Fees: Pass-through fees from payment processors (Stripe):
  • Domestic cards: 2.9% + $0.30 per transaction
  • International cards: 3.4% + $0.30 per transaction
  • Additional fees for currency conversion (1% above wholesale rates)

5.3 Payment Processing

All payments are processed through third-party payment processors (primarily Stripe). By using the Services, you agree to:

• The terms and conditions of our payment processors
• Provide accurate payment information
• Authorize charges to your payment method
• Accept responsibility for all charges incurred
• Pay all applicable taxes on transactions

5.4 Escrow Services

For fixed-price contracts:

• Client funds are held in escrow until milestone completion
• Funds are released to Freelancer upon Client approval
• Automatic release after 14 days if no dispute is filed
• Escrow funds are held in FDIC-insured accounts (US clients)

5.5 Withdrawals

Freelancers may withdraw earnings:

• Minimum withdrawal amount: $1.00
• No withdrawal fees charged by Freelancea
• Third-party fees may apply (bank fees, wire fees, etc.)
• Processing times vary by payment method (instant to 5 business days)
• Available methods: Bank transfer, PayPal, Wise, cryptocurrency

5.6 Fee Changes

Freelancea reserves the right to modify fees at any time with 30 days' notice to Users. Continued use of Services after fee changes constitutes acceptance of new fees.

6. User Conduct and Prohibited Activities

6.1 Acceptable Use

You agree to use the Platform only for lawful purposes and in accordance with these Terms. You agree NOT to:

Fraudulent Activities:

• Create fake accounts or impersonate others
• Provide false or misleading information
• Engage in payment fraud or chargebacks abuse
• Manipulate reviews, ratings, or rankings
• Create artificial job postings or proposals

Circumvention:

• Attempt to bypass Platform fees by taking work off-platform
• Exchange contact information to avoid fees before contract completion
• Use the Platform to recruit Users to competing platforms
• Create artificial accounts to gain free Connects

Harmful Conduct:

• Harass, threaten, or intimidate other Users
• Post discriminatory, hateful, or offensive content
• Share explicit, illegal, or inappropriate content
• Spam, phish, or distribute malware
• Attempt to hack, scrape, or reverse engineer the Platform

Legal Violations:

• Offer or request services that violate laws
• Facilitate money laundering or illegal financial transactions
• Violate intellectual property rights
• Engage in tax evasion or fraud
• Solicit or provide services involving illegal activities

6.2 Content Standards

All Content posted on the Platform must:

• Be accurate and not misleading
• Not infringe on intellectual property rights
• Not contain malicious code or viruses
• Comply with all applicable laws and regulations
• Not violate the rights or privacy of others

6.3 Consequences of Violations

Violations may result in:

• Content removal
• Account warning or suspension
• Permanent account termination
• Withholding of funds
• Legal action and reporting to authorities
• Liability for damages caused

7. Contracts Between Users

7.1 Formation of Contracts

Contracts are formed directly between Clients and Freelancers when:

• Client accepts a Freelancer's proposal, OR
• Freelancer accepts a Client's invitation, OR
• Both parties agree to terms and initiate a contract

7.2 Freelancea's Role

Freelancea is NOT a party to User contracts and:

• Does not guarantee work quality, completion, or User performance
• Is not responsible for User disputes or contract breaches
• Does not verify User qualifications, skills, or representations
• Does not supervise, direct, or control User work
• Makes no warranties regarding User interactions or outcomes

7.3 User Responsibilities

Clients are responsible for:

• Clearly defining project requirements and scope
• Reviewing Freelancer qualifications and work samples
• Providing timely feedback and approvals
• Funding escrow for fixed-price contracts
• Approving or disputing work within specified timeframes

Freelancers are responsible for:

• Accurately representing skills, experience, and availability
• Delivering work according to contract terms
• Meeting deadlines and quality standards
• Communicating progress and issues promptly
• Maintaining professional conduct

7.4 Contract Modifications

Any changes to contract terms, scope, budget, or timeline must be mutually agreed upon by both parties through the Platform. Off-platform modifications are not recognized or protected by Freelancea.

8. Intellectual Property Rights

8.1 Freelancea IP

All Platform content, features, functionality, including but not limited to software, code, designs, graphics, logos, text, and trademarks are owned by Freelancea LLC and protected by United States and international copyright, trademark, and other intellectual property laws.

You may not:

• Copy, modify, distribute, or create derivative works
• Reverse engineer, decompile, or disassemble the Platform
• Remove or modify any proprietary notices
• Use Freelancea trademarks without written permission
• Frame or mirror any Platform content

8.2 User Content

You retain ownership of Content you post on the Platform. However, by posting Content, you grant Freelancea a worldwide, non-exclusive, royalty-free, transferable license to:

• Use, reproduce, modify, and display your Content
• Distribute and publicly perform your Content
• Create derivative works for Platform operation
• Sublicense these rights to service providers
• Use your Content for marketing and promotional purposes

8.3 Work Product Ownership

Ownership of work product created under Contracts is determined by:

• The specific terms agreed between Client and Freelancer
• Applicable intellectual property laws
• Any written agreements between parties

Freelancea recommends Users clearly define IP ownership in contract terms. Freelancea has no rights to or claims on work product created through User Contracts.

9. Dispute Resolution

9.1 Platform Dispute Resolution

For disputes between Clients and Freelancers regarding contracts:

• Users should first attempt to resolve disputes directly
• If unresolved, either party may request Freelancea mediation
• Freelancea will review submitted evidence and make a determination
• Decisions typically rendered within 72 business hours
• Freelancea's decision regarding escrow funds is final and binding
• Freelancea may charge dispute fees at its discretion

9.2 Mandatory Arbitration (US Users)

PLEASE READ THIS SECTION CAREFULLY - IT AFFECTS YOUR LEGAL RIGHTS

Any dispute, controversy, or claim arising out of or relating to these Terms or your use of the Services (collectively "Disputes") will be resolved through binding arbitration, except for:

• Small claims court actions (under $10,000)
• Intellectual property disputes
• Injunctive or equitable relief requests

Arbitration Agreement:

• Administered by the American Arbitration Association (AAA)
• Conducted under AAA Commercial Arbitration Rules
• Single arbitrator selected per AAA procedures
• Arbitration held in Delaware, USA (or remotely by agreement)
• Governed by the Federal Arbitration Act
• Awards are final and binding, enforceable in any court

9.3 Class Action Waiver

YOU AND FREELANCEA AGREE THAT DISPUTES WILL BE RESOLVED ON AN INDIVIDUAL BASIS ONLY. YOU WAIVE ANY RIGHT TO PARTICIPATE IN A CLASS ACTION, COLLECTIVE ACTION, OR REPRESENTATIVE ACTION.

9.4 International Users

For Users outside the United States, dispute resolution will be governed by the laws of your jurisdiction, subject to the exclusive jurisdiction of courts in Delaware, USA, unless prohibited by local law.

10. Disclaimers and Warranties

10.1 Service "As Is"

THE SERVICES ARE PROVIDED "AS IS" AND "AS AVAILABLE" WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO:

• Implied warranties of merchantability
• Fitness for a particular purpose
• Non-infringement
• Uninterrupted, secure, or error-free operation
• Accuracy, reliability, or completeness of content
• Quality of services provided by Users

10.2 User Interactions

Freelancea makes no warranties or representations regarding:

• User identity, qualifications, or background
• Quality, safety, or legality of services offered or received
• Accuracy of User profiles, portfolios, or representations
• Ability of parties to fulfill contract obligations
• Truth or accuracy of reviews, ratings, or testimonials

10.3 Third-Party Services

The Platform may integrate with or link to third-party services (payment processors, identity verification, etc.). Freelancea makes no warranties regarding these services and is not responsible for their performance, security, or reliability.

10.4 No Professional Advice

Freelancea does not provide legal, tax, financial, or professional advice. Information provided through the Platform is for general guidance only. Consult qualified professionals for specific advice.

11. Limitation of Liability

11.1 Exclusion of Damages

TO THE MAXIMUM EXTENT PERMITTED BY LAW, FREELANCEA AND ITS OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, AFFILIATES, SUCCESSORS, AND ASSIGNS SHALL NOT BE LIABLE FOR:

• Any indirect, incidental, special, consequential, or punitive damages
• Loss of profits, revenue, data, or business opportunities
• Cost of substitute goods or services
• Personal injury, property damage, or emotional distress
• Loss of goodwill or reputation
• Unauthorized access to or alteration of your transmissions or data
• Statements or conduct of any third party on the Services
• Any matter related to User interactions, contracts, or disputes

11.2 Liability Cap

FREELANCEA'S TOTAL LIABILITY FOR ANY CLAIMS ARISING FROM OR RELATED TO THE SERVICES SHALL NOT EXCEED THE GREATER OF:

• $100 USD, OR
• The total fees paid by you to Freelancea in the 12 months preceding the claim

11.3 Basis of the Bargain

These limitations are fundamental elements of the agreement between you and Freelancea. The Services would not be provided without these limitations.

11.4 Jurisdictional Limitations

Some jurisdictions do not allow exclusion of certain warranties or limitations of liability. In such jurisdictions, Freelancea's liability is limited to the maximum extent permitted by law.

12. Indemnification

You agree to defend, indemnify, and hold harmless Freelancea LLC and its officers, directors, employees, contractors, agents, licensors, suppliers, successors, and assigns from and against any claims, liabilities, damages, judgments, awards, losses, costs, expenses, or fees (including reasonable attorneys' fees) arising out of or relating to:

• Your violation of these Terms or any applicable law
• Your use or misuse of the Services
• Your violation of any third-party rights, including intellectual property, privacy, or publicity rights
• Any Content you post or share on the Platform
• Your interactions with other Users
• Your breach of contracts with other Users
• Any disputes between you and other Users
• Your fraudulent or illegal activities
• Tax liabilities arising from your use of the Services

Freelancea reserves the right to assume exclusive defense and control of any matter subject to indemnification, and you will cooperate fully with Freelancea in asserting any available defenses.

13. Privacy and Data Protection

13.1 Privacy Policy

Your use of the Services is subject to our Privacy Policy, which is incorporated by reference into these Terms. Please review our Privacy Policy to understand our data collection, use, and protection practices.

13.2 User Data

By using the Services, you acknowledge and agree that:

• Freelancea collects, processes, and stores your personal information
• Your information may be transferred to and stored on servers in different jurisdictions
• We may use your information for service provision, improvement, and marketing
• We may share data with service providers, payment processors, and as required by law
• You are responsible for maintaining the confidentiality of your account data

13.3 Communications

By creating an account, you consent to receive:

• Transactional emails and notifications
• Service announcements and updates
• Marketing communications (opt-out available)
• Legal notices and policy updates

13.4 Data Security

While we implement reasonable security measures, we cannot guarantee absolute security of your data. You acknowledge that internet transmissions are never completely secure, and you provide information at your own risk.

14. Term and Termination

14.1 Term

These Terms commence when you first access the Services and continue until terminated by either party.

14.2 Termination by You

You may terminate your account at any time by:

• Contacting customer support
• Using account deletion features (when available)
• Discontinuing use of the Services

Account termination does not relieve you of obligations to pay outstanding fees or fulfill existing contracts.

14.3 Termination by Freelancea

Freelancea may suspend or terminate your account immediately, without notice, for:

• Violation of these Terms
• Illegal or fraudulent activity
• Harm to other Users or the Platform
• Non-payment of fees
• Prolonged inactivity
• Any reason at our sole discretion

14.4 Effect of Termination

Upon termination:

• Your right to access and use the Services immediately ceases
• You remain liable for all obligations incurred prior to termination
• Freelancea may delete your account and Content
• Outstanding payments may be withheld pending resolution of disputes
• Sections that by nature should survive (indemnification, disclaimers, limitations of liability) will continue to apply

14.5 Funds Upon Termination

Upon account termination:

• Available funds may be withdrawn subject to verification requirements
• Funds in escrow remain subject to contract terms and dispute resolution
• Freelancea may withhold funds for up to 180 days to cover potential chargebacks, refunds, or disputes
• Unclaimed funds after 1 year may be subject to escheatment laws

15. Modifications to Terms and Services

15.1 Changes to Terms

Freelancea reserves the right to modify these Terms at any time. Changes will be effective:

• Immediately upon posting for non-material changes
• 30 days after notice for material changes

Notice will be provided via:

• Email to your registered address
• Platform notification
• Prominent notice on the website

Your continued use of the Services after changes constitutes acceptance of the modified Terms. If you do not agree to changes, you must stop using the Services.

15.2 Changes to Services

Freelancea may at any time:

• Modify, suspend, or discontinue any aspect of the Services
• Change fees, features, or functionality
• Impose limits on certain features
• Add or remove supported platforms

Freelancea is not liable for any modifications, suspensions, or discontinuations of Services.

16. Tax Obligations

16.1 User Responsibility

YOU ARE SOLELY RESPONSIBLE FOR:

• Determining what taxes apply to your transactions
• Reporting and paying all applicable taxes
• Maintaining accurate tax records
• Complying with tax laws in your jurisdiction
• Providing accurate tax information to Freelancea

16.2 Tax Reporting (US Users)

For US-based Users:

• Freelancea may issue IRS Form 1099-K for users meeting reporting thresholds
• You must provide a valid Tax Identification Number (TIN) or Social Security Number (SSN)
• Failure to provide tax information may result in backup withholding
• You are responsible for self-employment taxes and estimated tax payments

16.3 International Taxes

International Users are responsible for:

• Value Added Tax (VAT) compliance
• Goods and Services Tax (GST) obligations
• Withholding tax requirements
• Cross-border tax treaties and regulations

Freelancea does not provide tax advice. Consult a qualified tax professional for guidance on your specific situation.

17. General Provisions

17.1 Governing Law

These Terms are governed by the laws of the State of Delaware, United States, without regard to conflict of law principles. Any legal action must be brought in state or federal courts located in Delaware.

17.2 Entire Agreement

These Terms, together with our Privacy Policy and any additional terms you agree to when using specific features, constitute the entire agreement between you and Freelancea regarding the Services.

17.3 Severability

If any provision of these Terms is found to be invalid or unenforceable, the remaining provisions will remain in full force and effect. The invalid provision will be modified to reflect the parties' intention as closely as possible.

17.4 Waiver

Freelancea's failure to enforce any right or provision of these Terms does not constitute a waiver of that right or provision. Any waiver must be in writing and signed by Freelancea.

17.5 Assignment

You may not assign or transfer these Terms or your account without Freelancea's prior written consent. Freelancea may assign these Terms without restriction, including to affiliates or in connection with a merger, acquisition, or sale of assets.

17.6 No Agency

No agency, partnership, joint venture, or employment relationship is created between you and Freelancea by these Terms or your use of the Services.

17.7 Force Majeure

Freelancea is not liable for any delay or failure to perform due to causes beyond its reasonable control, including acts of God, war, terrorism, riots, natural disasters, pandemics, government actions, or internet/telecommunications failures.

17.8 Survival

Provisions that by their nature should survive termination (including but not limited to ownership provisions, warranty disclaimers, indemnification, and limitations of liability) will survive termination of these Terms.

17.9 Notices

All notices to Freelancea must be sent to:

Freelancea LLC
Legal Department
1910 Thomes Ave
Cheyenne, WY 82001
United States of America
Email: legal@freelancea.net

Notices to you will be sent to the email address associated with your account. You are responsible for keeping your contact information current.

17.10 Language

These Terms are prepared in English. In the event of any conflict between the English version and any translation, the English version shall prevail.

17.11 No Third-Party Beneficiaries

These Terms do not create any third-party beneficiary rights. Only you and Freelancea may enforce these Terms.

18. Accessibility

Freelancea is committed to making the Platform accessible to all users. We strive to comply with WCAG 2.1 Level AA standards and applicable accessibility laws.

If you experience accessibility issues or have suggestions for improvement, please contact us at accessibility@freelancea.net.

We continuously work to enhance accessibility, but acknowledge that some features may not be fully accessible to all users at all times.

19. California-Specific Provisions

19.1 California Privacy Rights

California residents have specific privacy rights under the California Consumer Privacy Act (CCPA). Please see our Privacy Policy for details on how to exercise these rights.

19.2 Proposition 65 Warning

Not applicable to digital services.

19.3 Civil Code Section 1542 Waiver

If you are a California resident, you waive California Civil Code Section 1542, which states: "A general release does not extend to claims that the creditor or releasing party does not know or suspect to exist in his or her favor at the time of executing the release and that, if known by him or her, would have materially affected his or her settlement with the debtor or released party."

20. Contact Information

For questions, concerns, or notices regarding these Terms or the Services, please contact us:

Business Hours: Monday - Friday, 9:00 AM - 6:00 PM EST

Response Time: We aim to respond to all inquiries within 2-3 business days