Terms of Participation in the Services Marketplace
This annex supplements the Store Terms of Use and applies to anyone wishing to hire special services and third-party services from any member of the Lawtex community, partner, or third party. If you have joined any partnership program involving the offering of services on the Store, this Annex applies to you, as well as the Developer Agreement if you are a service provider.
This Annex is part of and incorporated into the general Terms of Use and License of Looplex, including but not limited to the Usage Policies, Privacy Policy, System licensing rules, API, associated components and services, general provisions, liability limitations, duration, and modifications.
1. Purpose of the Services Marketplace
1.1. Purpose of this Annex; Services. For the purposes of this annex, “Projects” or “Tasks” are any services that participating requesters (“Requesters”) post on the Looplex Marketplace and that participating suppliers (“Workers”) may accept to perform.
1.2. Registration of Requesters and Workers. The website may require additional registration information for service requesters and suppliers beyond the usual account data in the System or Store. Login may also be separate for the service offering section. You cannot use multiple accounts and registrations to access the Marketplace, except in the context of Requester groups (crowdfunding) or Worker groups (crowdsourcing). The associated name cannot suggest any affiliation with Looplex or other persons or entities without their authorization.
1.3. ROLE OF THE SERVICES MARKETPLACE. THE SITE IS A PLACE FOR REQUESTERS AND WORKERS TO CONDUCT TRANSACTIONS. UNLESS WE PARTICIPATE ON THE SITE AS A REQUESTER, LOOPLEX IS NOT INVOLVED IN THE TRANSACTIONS AND HAS NO CONTROL OVER THE QUALITY, SAFETY, OR LEGALITY OF THE TASKS OR CONSIDERATIONS FOR THE TASKS, THE WORKERS’ ABILITY TO PERFORM THEM TO THE SATISFACTION OF THE REQUESTERS, OR THE REQUESTERS’ ABILITY TO PAY FOR THE TASKS. WE ARE NOT RESPONSIBLE FOR THE ACTIONS OF ANY REQUESTER OR WORKER OR FOR SCREENING REQUESTERS OR WORKERS. YOUR USE OF THE SITE IS AT YOUR OWN RISK. SINCE WE ARE NOT A PARTY TO TRANSACTIONS BETWEEN WORKERS AND REQUESTERS, WE ARE NOT RESPONSIBLE FOR RESOLVING DISPUTES BETWEEN PARTICIPANTS RELATING TO TASKS OR TRANSACTIONS.
2. Use of the Marketplace for Services
2.1. For Requesters. As a Requester, you agree that: (i) you will interact with Workers professionally and courteously and accurately describe your Tasks; (ii) you may only use the Site for commercial or research purposes; (iii) you cannot have Workers perform Tasks outside the Site (unless expressly permitted by us in a published policy on the Site); (iv) payment will be deducted from your account balance and remitted to Workers after the approval of Tasks; (v) payment is non-refundable; (vi) you will not reject Tasks performed by Workers without valid cause; (vii) in addition to payment to Workers, fees will be charged for your Tasks as stated on our pricing page; and (viii) if your account balance does not have sufficient funds to cover payment to Workers and our fees, you will immediately pay any outstanding amounts owed to us. Our pricing may change in the future. You agree to pay the fees and amounts published on the Site.
2.2. For Workers. As a Worker, you agree that: (i) you will interact with Requesters professionally and courteously and provide reasonably requested information in connection with the performance of Tasks; (ii) you will use your human intelligence and independent judgment to perform Tasks competently and professionally; (iii) you will not use bots, scripts, or other automated methods as a substitute for your human intelligence or independent judgment to perform Tasks unless the Task description authorizes it; (iv) you will provide complete and accurate information for all Tasks you perform; (v) you will not perform Tasks outside the Site (unless expressly permitted by us in a published policy on the Site); and (vi) Requesters may reject the Tasks you perform for valid cause.
2.3. Delivery of all intellectual property related to the Task. Any product or delivery from the Tasks you perform as a Worker constitutes a service rental for the Requester’s benefit, and you (i) agree that all ownership rights, including all intellectual property rights, will immediately transfer to the Requester upon Task performance unless otherwise expressly stated, such as the Lawtex usage and code licensing assignment rules provided in the Terms of Use; and (ii) waive all moral rights or other ownership rights you may have in such work product. To the extent any ownership rights are not transferred to the Requester under applicable law, you assign or exclusively grant (without the right to any compensation) all rights, title, and interests, including all intellectual property rights, in the Task and related materials and services delivered.
2.4. Freelance and independent contractor work. Workers perform Tasks for Requesters in their capacity as independent contractors and not as employees of a Requester or Looplex. As a Worker, you agree that: (i) you are responsible for and will comply with all applicable laws and registration requirements, including those applicable to freelancers; (ii) this Agreement does not create an association, joint venture, partnership, franchise, or employer/employee relationship between you and Requesters, or between you and Looplex; (iii) you will not represent yourself as an employee or agent of a Requester or Looplex; and (iv) you are not entitled to any benefits that a Requester or Looplex may make available to their employees, such as vacation, sick leave, and insurance programs, including group health plans or retirement benefits.
2.5. Policies and site access. Refer to our Usage Policy for examples of prohibited activities. You are solely responsible for complying with the Usage Policy and any other policies we publish on the Site or otherwise provide to you. Your right to use the Site is limited to your participation, and you are authorized to use it solely in connection with requesting and performing Tasks. You may not use the Site for any other purposes or in any manner that: (i) is unlawful; (ii) harms Looplex (e.g., to support a competitor), its customers, suppliers, or other parties as determined at our sole discretion; (iii) violates this Agreement; or (iv) could damage, disable, overburden, or impair the Site (or any networks connected to the Site), interfere with another party’s use of the Site, or compromise the integrity of the Site or any of its features. Except as permitted in the Usage Policy, you may not use any data mining, robots, or similar data gathering or extraction tools on the Site.
2.6. Feedback and comments on materials you post or provide. We may implement mechanisms that allow tracking of your requests or Task performance and rating your performance as a Requester or Worker, and we reserve the right to collect such feedback and post it on the Site. The Task content you perform and the product you receive through the Site may be retained and used to improve the Site and other machine-learning-related products and services we offer. For any other information and materials you post or otherwise provide related to the Site, including scripts, plugins, and browser extensions or other programs for use on the Site, you grant us a non-exclusive, royalty-free, perpetual, worldwide, and irrevocable license to (i) use, copy, distribute, transmit, make available, publicly display, publicly perform, execute, reproduce, edit, adapt, modify, translate, reformat, create derivative works from, and otherwise exploit commercially or non-commercially, in any manner, your submission in connection with the operation and improvement of the Site; and (ii) sublicense these rights. We will not compensate you for your submission and may remove it at any time. For each submission you provide, you represent that you have all the necessary rights to grant us the rights provided in this clause.
2.7. Developer materials we publish or provide. We may make certain software, SDKs, libraries, application programming interfaces, services, documentation, sample code, and related materials and information available for use in connection with the Site (collectively, the “Developer Materials”). We grant you a limited, revocable, non-exclusive, non-sublicensable, and non-transferable license to use the Developer Materials solely in connection with the permitted use of the Site. Except as provided in this section, you obtain no rights under this Agreement from us or our licensors to the Developer Materials, including any intellectual property rights. If you provide feedback about the Developer Materials, we will have full rights to exercise all rights over such feedback without restrictions and without compensating you. Some Developer Materials may be provided to you under a separate license. In case of a conflict between this Agreement and any separate license, the separate license will prevail concerning the Developer Material. The Developer Materials are considered Documentation as defined in the Terms of Use.
2.8. Preview and Beta Testing. We may offer access to confidential, preview, beta, or similarly designated pre-release versions of Developer Materials or Site features, technologies, or services for evaluation and testing purposes (collectively, “Preview Testing”). If you participate in a Preview Testing that we designate as confidential, you will keep all information about such Preview Testing and your participation confidential until we authorize you to disclose it. You also agree that: (i) Preview materials are in progress and may contain bugs, errors, or other defects; (ii) participating in Preview Testing is at your own risk, and we are not responsible for any data loss or other damage caused by the Preview Testing; (iii) you will comply with all policies and guidelines related to Preview Testing made available to you; (iv) we may add or modify restrictions related to accessing or using the preview materials, or suspend or terminate participation in the Preview Testing at any time; (v) if you provide us with any feedback related to the Preview Testing, we will have the right to use it without restrictions; (vi) you will not provide your access to the Preview Testing to any other person; and (vii) we are under no obligation to make preview materials available.
3. Pricing, Payments, Transactions, and Taxes
3.1. Payment processing. We may or may not offer services for mediating and processing Task payments, which must be mediated directly between Requesters and Workers. If Looplex offers this in the future, the same rules as the Developer Agreement will apply where applicable.
3.2. Authorizations for payment processing. You authorize us and third-party service providers or agents acting on our behalf to hold, receive, and disburse funds according to your payment instructions. Your authorization allows us to (i) debit or credit your enabled bank account; (ii) transfer, disburse, or process other payment transactions associated with the Tasks; (iii) settle the payment of any fees or taxes that may be charged under this Agreement; and (iv) directly or through third parties, perform queries to validate the information you provide to us. If there is an error in processing any of the above transactions, you authorize us to debit or credit your enabled bank account to correct the error. If we cannot debit your bank account for any reason, you authorize us to resubmit the debit, plus any applicable fees, to any other enabled bank account or payment instrument you have registered with us. Your authorizations will remain in full force and effect as long as you maintain your active Looplex account.
3.3. Fraudulent transactions. Fraudulent transactions may result in the loss of your prepaid Task Credits, account balance, and/or funds without recourse. You must contact us immediately if you believe an unauthorized transaction or activity associated with your account has occurred.
3.4. Limitations. Your Site or Looplex account may be subject to certain transaction limits that could affect your ability to make or receive payments or withdraw funds. Any limits may be modified at any time. These limits may be influenced by various factors, including but not limited to our risk assessment of your account, the amount of pending or potential chargebacks, the information you provide, our ability to verify your account information, and legal requirements. In addition to account limits, we may restrict transactions to or from your account or limit access to your account funds for an amount and period we deem necessary to protect us or others if (a) we are subject to financial risk; (b) you have violated any terms of this Agreement or the Terms of Use and Annexes; (c) you have pending or potential chargebacks; (d) there is any dispute involving your account or Tasks requested or performed in connection with your account; (e) necessary to protect the security of our systems; (f) we suspect unauthorized, fraudulent, suspicious, abusive, or illegal activity; or (g) required by law or court order or otherwise requested by authorities or any governmental entity. Aside from a credit in a Worker’s account for the Tasks performed, the amounts held in your account cannot be transferred to other Requesters or Workers.
3.5. No liability for transactions or payment delays. We are not a bank and do not offer banking services. Except for our limited role in providing the payment processing Service, we are not involved in any underlying transaction between participants on the Site (unless we participate on the Site as a Requester). We do not guarantee payment on behalf of any Requester. Furthermore, to the maximum extent permitted by law, WE SHALL NOT BE LIABLE FOR ANY FAILURE, DELAY, OR DAMAGES ARISING FROM THE PAYMENT PROCESSING SERVICE OR ANY TRANSACTIONS MADE THROUGH THE SITE.
4. Use of Information: Advertising and Confidentiality
4.1. Our use of information. By visiting or registering on the Site, you authorize the collection, use, and disclosure of information in accordance with our Privacy Policy. Additionally, we may share certain information about you with other Site participants to facilitate service relationships and improve the Site, including, for example, account numbers, feedback, ratings, and other attributes related to your use of the Site.
4.2. Your use of information. Except for the value of the work you receive from Tasks performed, you may only use information or other data acquired through the use of the Site as necessary for its use and for no other purpose (e.g., you may not use such information or data for solicitation, advertising, marketing, unsolicited emails or spam, harassment, invasion of privacy, or objectionable conduct).
4.3. Advertising and confidentiality. You may receive information related to us or the Site that is not publicly known (“Confidential Information”). You agree that (i) all Confidential Information remains our exclusive property, (ii) you will use Confidential Information only as necessary for your participation on the Site, and (iii) you will not disclose Confidential Information to any other person. Unless you have received our express written permission, you may not issue any press release related to Looplex or your use of the Site.
4.4. No warranties. THE SITE, DEVELOPER MATERIALS, PAYMENT PROCESSING SERVICE, AND TASKS ARE PROVIDED “AS IS,” “WITH ALL FAULTS,” AND “AS AVAILABLE.” YOU EXPRESSLY AGREE THAT YOUR USE OF THE SITE, DEVELOPER MATERIALS, PAYMENT PROCESSING SERVICE, AND TASKS IS AT YOUR OWN RISK. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, WE MAKE NO REPRESENTATIONS OR WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED, REGARDING THE OPERATION OF THE SITE, DEVELOPER MATERIALS, PAYMENT PROCESSING SERVICE, OR TASKS, AND DISCLAIM ANY REPRESENTATION OR WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO: (A) ANY IMPLIED WARRANTY OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, OR NON-INFRINGEMENT; (B) ANY WARRANTY THAT THE SITE, DEVELOPER MATERIALS, PAYMENT PROCESSING SERVICE, OR TASKS WILL MEET YOUR REQUIREMENTS, ALWAYS BE AVAILABLE, ACCESSIBLE, UNINTERRUPTED, CURRENT, SECURE, OPERATE WITHOUT ERROR, OR FREE OF DEFECTS; (C) ANY WARRANTY THAT INFORMATION, CONTENT, MATERIALS, OR SUBMISSIONS INCLUDED ON THE SITE WILL BE REPRESENTED BY REQUESTERS OR WORKERS, THAT TASKS ARE LEGAL, OR THAT REQUESTERS OR WORKERS WILL PERFORM AS PROMISED OR TO SATISFACTION; OR (D) ANY IMPLIED WARRANTY ARISING FROM THE COURSE OF DEALING OR TRADE USAGE.
4.5. Limitation of liability. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, WE SHALL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, PUNITIVE, OR CONSEQUENTIAL DAMAGES (INCLUDING ANY LOSS OF REVENUE OR LOST PROFITS) ARISING OUT OF OR IN CONNECTION WITH THIS AGREEMENT, YOUR USE OF THE SITE, DEVELOPER MATERIALS, PAYMENT PROCESSING SERVICE, TASKS, OR TRANSACTIONS ON THE SITE. FURTHERMORE, TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, OUR AGGREGATE LIABILITY ARISING FROM THIS AGREEMENT, THE SITE, DEVELOPER MATERIALS, PAYMENT PROCESSING SERVICE, TASKS, OR TRANSACTIONS SHALL NOT EXCEED THE TOTAL AMOUNT OF FEES PAID BY YOU TO US FOR YOUR USE OF THE SITE.
4.6. Disputes. Any disputes between Workers and Requesters must be resolved directly between the parties. Disputes with Looplex must follow the general provisions outlined in the Terms of Use.
4.7. Modifications to the Site and this Agreement. We may modify, suspend, or discontinue the Site, in whole or in part, at any time without notice. We may modify this Agreement in the future by posting the modified terms on the Site. Your continued use of the Site will constitute your acceptance of the modified terms.