Terms & Conditions

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TERMS OF USE

Welcome to www.kcfreelanceexchange.com (the “Website”).

This Website is operated by The Freelance Exchange of Kansas City, Inc., a Kansas not for profit corporation (sometimes referred to as “we,” “us,” “our”).

By using this Website or any related app or service operated by us, you are agreeing to these Terms of Use (the “Terms”) and our Privacy Policy available at URL (the “Privacy Policy”). All references to “you” mean you, an individual. However, if you are using the Services (as defined below) or any related app or service on behalf of a business entity, then “you” means both you and your business entity.

If you do not agree to these Terms, then do not use the Services.

USE OF THE SERVICES

“Services”
As used in the Terms and our Privacy Policy, “Services” mean this Website and all related apps and services operated by us.

Provision
We will use commercially reasonable efforts to ensure the Services are up and running, but we are not liable for any time during which the Services may be down. We may modify, change, or remove, parts or all of the Services at any time.

Prohibited Uses
You may not do anything through the Services that is illegal or that diminishes our purposes or that will harm the Services including without limitation using bots, scrapers, harvesters, or other automated systems. You may not use the Services if you are under the age of 13, if we have restricted or terminated your use of the Services, or if your use of the Services will violate another contract.

Third-Party Sites
If you click on any links that take you away from our Services, then you use those other sites and services at your own risk.

Advertisements
We may serve third-party advertisements on the Services. If you click on or purchase any of the goods or services for those third parties, you do so at your own risk. Our inclusion of those advertisements on the Services is not an endorsement by us of their goods or services.

User Accounts
We may allow you to create a user account through the Services. If you create an account, then we may request information about you as provided in these Terms and also as provided in our Privacy Policy (for information on how we use that information, please review our Privacy Policy). You are responsible for everything that happens through your account. You must keep your account credentials private and must not allow other people to use your account. You are responsible for ensuring that the information on your account and your profile is up to date and current.

Profiles and Portfolios
We may allow you to create a profile and/or portfolio (collectively, “Your Profile”) on the Services. You shall ensure that Your Profile and all content you provide on Your Profile comply with these Terms and our Privacy Policy. Additionally, you shall not provide any information about third parties, including their contact information, on Your Profile unless you have legal authorization to do so.

PRICING & PAYMENT

Paid Accounts
Some or all of the Services may be accessible only after signing up for a paid account and/or becoming a paid member of our not-for-profit organization. All fees are described throughout the Services and all of the same may be changed at any time by us. If you sign up for a paid account, then you are thereby agreeing to pay us all fees required for that paid account as described in our Services.

Credit Card Information
You may only sign up for a paid account if you provide us with valid credit or debit card information and authorize us to deduct your payments for the paid account against that card. Your continued use of your paid account is also contingent on those payments being approved and processed. By submitting that card information to us, you represent and warrant that you are authorized to use that card. If your card information becomes invalid or your card is rejected, we will try to contact you to request valid credit/debit card information from you and we may suspend your paid account until your payments are processed in accordance with these Terms. [Also, note that we use a third-party payment processor (currently PayPal, which may change at any time). You will be required to agree to the third-party payment processor’s legal terms in order to make a payment.]

Termination & Refunds
Both you and us may terminate your paid account at any time, for any reason; however, all payments made for a paid account are non-refundable. For clarification, after making a payment to us, you won’t be entitled to a refund.

CONTENT & INTELLECTUAL PROPERTY

Our Property Rights
The Services, including without limitation all design, software, code, and other content on the Services, are either owned by us, licensed to us, or likely owned by another individual or business and may be protected by copyright, trademark, patent, trade secret, or other intellectual property laws. Your use of the Services does not grant any rights to you other than the right to use the Services for their intended purpose as outlined in these Terms.

Your Property Rights
If you submit any content to us including text, photos, videos, or other content (“Your Content”), then you (a) represent and warrant that you either own or have permission to use all of Your Content including the intellectual property in and to the same; and (b) you grant us an irrevocable, worldwide, perpetual, sub-licensable, royalty-free, transferable, license to use Your Content including without limitation the right to reproduce, prepare derivative works from, distribute, display, and perform, all of Your Content for any reason, with or without attribution. For clarification, the license above is perpetual and irrevocable, meaning your termination of your use of the Services does not terminate the license. Additionally, Your Content may be visible to other users of the Services and we cannot guarantee that they will not violate your rights with respect to Your Content, and we disclaim all liability for such uses by other users. You may request that we remove Your Content from our Services, but we may not be able to do so and we are not obligated to do so. We also have no obligation to retain any of Your Content.

Copyright/DMCA Policy
We respect intellectual property rights and it is our policy to comply with the Digital Millennium Copyright Act of 1998 (“DMCA”). If you believe content on our Services infringes your copyright (or the copyright of someone which you are authorized to represent), please submit a written or digital DMCA Notice to our Designated DMCA Agent on file with the Copyright Office.

Your DMCA Notice must include the following:

1. Identification of the copyrighted work that you claim has been infringed;
2. Identification of the material that is claimed to be infringing and specifically where it is located on the Service;
3. Sufficient information for us to contact you such as your address, phone, or email address.
4. A statement that you have a good faith believe that use of the material in the manner complained of is not authorized by the copyright owner, its agent, or law;
5. A statement, made under penalty of perjury, that the above information is accurate, and that you are the copyright owner or are authorized to act on behalf of the owner; and
6. An electronic or physical signature of a person authorized to act on behalf of the copyright owner.

PLEASE NOTE: Under federal law, if you knowingly misrepresent that online material is infringing, you may be subject to criminal prosecution for perjury and civil penalties, including monetary damages, court costs, and attorneys’ fees.

APPLICATION PROGRAM INTERFACE (API) TERMS

API Terms & Conditions
At our sole discretion, we may allow you to interact with, pull data from, and use, the Services using one or more Application Program Interface (commonly referred to as an API) and if we do, then additional API terms and conditions may apply to your use of our APIs. For clarification, our API(s) are considered part of our “Services.”

DISCLAIMERS & LIABILITY LIMITATIONS

THIS SECTION IS IMPORTANT. YOU SHOULD READ IT.

THE SERVICES ARE OFFERED ON AN “AS IS” AND “AS AVAILABLE” BASIS SUBJECT TO THE FOLLOWING DISCLAIMERS, EXCLUSIONS, AND LIMITATIONS.

We do not provide any express warranties or representations and disclaim any and all imputed warranties and representations, including without limitation all warranties of merchantability, fitness for a particular purpose, title, accuracy of data, and non-infringement. We disclaim all liability for identity theft and other misuse of your identity or other content. We do not make any guarantees regarding the operation of the Services, portions or all of which may be unavailable at times or terminated permanently. We do not control or vet content submitted by the users of our Services.

Additionally, we do not make any representations, warranties, guarantees, or other promises with respect to the freelancers and contractors listed in our directories or elsewhere on our Services. We do not guarantee that their services or work product will be of a specific quality and your use of any of them is at your own risk.

Except as expressly provided in another contract between you and us, your sole remedy for dissatisfaction with the Services is to terminate your user account and/or your use of the Services. Neither us nor any of our parents, subsidiaries, affiliates, licensors, or the owners, members, directors, officers, employees, contractors, or agents of any of the same (“Affiliates”) shall be cumulatively liable for any special, incidental, indirect, punitive or consequential damages or loss of use, profit, revenue or data to you or any third person arising from your use of the Services or any of the content or other materials on, accessed through, or downloaded through, the Services. Subject to the other limitations in the policies, our liability, if any, as well as the liability of any of our Affiliates, if any, shall be limited to the sums paid by you to us or our Affiliates in the 12-months immediately preceding the date on which your claim arose. Further, any cause of action or claim which you may have which arises out of or relates to these Terms or our Privacy Policy or your use of the Services, must be brought, if at all, within one-year after the cause of action accrued, otherwise, such cause of action or claim shall be permanently barred. This limitation of liability shall apply regardless of whether you base your claim on contract, tort, statute or any other legal theory; we knew or should have known about the possibility of such damages; or the limited remedies provided in this section fail of their essential purpose.

You shall save, indemnify, and hold us and our Affiliates harmless for all damages, losses and costs (including, but not limited to, reasonable attorneys’ fees) related to all third party claims, charges, and investigations, caused by your failure to comply with these Terms, including without limitation, your submission of content that violates third party rights or applicable laws, any applications or programs which you create which use any of our Services, and any activity in which you engage on or through the Services.

Certain state laws do not allow limitations on implied warranties or the exclusion of certain damages. If these laws apply to you, some or all of the above disclaimers, exclusions, and limitations, may not apply to you and you may have additional rights.

ARBITRATION

If a dispute arises between you and us related to your use of the Services, these Terms, or our Privacy Policy, then the dispute shall be resolved by binding arbitration rather than in court (arbitration does not involve a judge or jury and court review of arbitration awards is limited) and shall be administered by the American Arbitration Association (“AAA”). To initiate an arbitration, you must send a letter requesting arbitration and describing your claim to our registered agent on file with the Kansas Secretary of State. The arbitration proceedings shall be held in Johnson County, Kansas, USA. If this agreement to arbitrate is found not to apply to your claim, then both you and us agree that any judicial proceedings will be brought in accordance with the governing law and jurisdiction/venue provisions below.

Notwithstanding the agreement to arbitrate above, either you or us may assert a claim seeking injunctive or other equitable relief from the courts as necessary to stop unauthorized use or abuse of the Services or intellectual property infringement (for example, trademark, trade secrets, copyright or patent rights) without first engaging in arbitration.

CLASS ACTIONS ARE PROHIBITED: All claims, including without limitation all arbitration claims, must be brought on an individual basis and not as a plaintiff or class member in any purported class, consolidated, or representative proceeding. Class arbitrations, class actions, private attorney general actions, and consolidation with other arbitrations, are not allowed.

MISCELLANEOUS

Termination
You may stop using the Services at any time. Additionally, if you create a user account, you may terminate the account at any time. However, you will remain liable for any damage you caused or may later cause to us or any part of the Services.

In our sole discretion, at any time, and with or without notice, we may (a) suspend your access to or terminate your right to use of all, or parts of, the Services; (b) suspend your access to or terminate your user account, if applicable; and/or (c) suspend or terminate all, or parts of, the Services.

Governing Law; Jurisdiction; Venue; & Waiver of Jury Trial
These Terms and our Privacy Policy are governed by and shall be construed in accordance with Kansas law, without regard to its conflict of laws rules. If a dispute arises between you and us related to your use of the Services, these Terms, or our Privacy Policy, and if such dispute is for any reason not subject to the arbitration requirements above, then the dispute shall be resolved in the U.S. District Court for the District of Kansas and/or the courts in Johnson County, Kansas, and you and us each consent to venue and personal jurisdiction there. Both you and us waive trial by jury in all actions, proceedings, and counterclaims brought by either party against the other on any matter related to your use of the Services, these Terms, or our Privacy Policy.

Contact
Except as otherwise required, all notices and communications that you may send to us shall be sent to us, with all expenses prepaid, at the following address: P.O. Box 412442, Kansas City, MO 64141-2442. You may send informal communications to us via email at [email protected]

Entire Agreement; Severability; Waiver
These Terms and our Privacy Policy set forth the complete and entire agreement between you and us relating to your use of the Services and supersede all other negotiations, proposals, or agreements, whether oral or written, previously discussed or entered into between you and us related to your use of the Services. Each provision of these Terms and our Privacy Policy shall be treated as separate and independent from the other provisions and the unenforceability of one shall not impair the enforceability of the others. The failure or delay by us to exercise any right or remedy set forth in these Terms or our Privacy Policy will not operate as a waiver thereof. The waiver by us of a breach of any provision in these Terms or our Privacy Policy will not operate as a waiver of any subsequent breach. No waiver by us will be effective unless and until it is in written form and signed by us.

Assignment
These Terms and our Privacy Policy and all rights and licenses granted to you, may not be transferred or assigned by you, but may be assigned by us without restriction. Any attempted transfer or assignment by you will be null and void.

POWER TO AMEND THESE TERMS

We may amend these Terms and/or our Privacy Policy at any time by providing advance notice to you on the Website, through the Services, or through another communication channel. Your continued use after we provide the notice constitutes your consent to the amendment(s).