From 8e23cf5d77d825085d5ba1187b59ad66ab000ae4 Mon Sep 17 00:00:00 2001 From: Saptak Sengupta Date: Thu, 4 Apr 2019 14:22:11 +0530 Subject: [PATCH] Makes changes to the TOS --- app/dashboard/templates/legal/terms.html | 99 +++++++++++++----------- 1 file changed, 55 insertions(+), 44 deletions(-) diff --git a/app/dashboard/templates/legal/terms.html b/app/dashboard/templates/legal/terms.html index 44105f1a62c..de11d22c55a 100644 --- a/app/dashboard/templates/legal/terms.html +++ b/app/dashboard/templates/legal/terms.html @@ -45,10 +45,10 @@
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Gitcoin Terms of Use

-

Last updated: December 13, 2018

+

Last updated: April 4, 2019

IMPORTANT NOTICE: THIS AGREEMENT IS SUBJECT TO BINDING ARBITRATION - AND A WAIVER OF CLASS ACTION RIGHTS AS DETAILED IN SECTION 23. + AND A WAIVER OF CLASS ACTION RIGHTS AS DETAILED IN SECTION 24. PLEASE READ THE AGREEMENT CAREFULLY.

1. ACCEPTANCE OF TERMS

@@ -57,7 +57,7 @@

1. ACCEPTANCE OF TERMS

2. MODIFICATIONS OF TERMS OF USE

- Except for Section 23, providing for binding arbitration and waiver + Except for Section 24, providing for binding arbitration and waiver of class action rights, Gitcoin reserves the right, at its sole discretion, to modify or replace the Terms of Use at any time. The most current version of these Terms will be posted on our Site. @@ -76,21 +76,32 @@

4. ROLE OF GITCOIN

5. GITCOIN POSTERS

- As a Poster, you agree that: (a) you will interact with Hunters in a professional and courteous manner, and accurately describe your Task; (b) you may only use the Site for business, commercial, or research purposes; (c) you may not have Hunters perform Tasks through venues other than the Site; (d) payment will be issued and remitted to Hunters upon your approval of Task; (e) payment is not refundable; (f) you will not reject Tasks performed by Hunters without good cause; and (g) you will not post a Task that violates any part of Section 12 of the Terms. + As a Poster, you agree that: (a) you will interact with Hunters in a professional and courteous manner, and accurately describe your Task; (b) you may only use the Site for business, commercial, or research purposes; (c) you may not have Hunters perform Tasks through venues other than the Site; (d) payment will be issued and remitted to Hunters upon your approval of Task; (e) payment is not refundable; (f) you will not reject Tasks performed by Hunters without good cause; and (g) you will not post a Task that violates any part of Section 13 of the Terms.

6. GITCOIN HUNTERS

As a Hunter, you agree that: - (a) you will interact with Posters in a professional and courteous manner, and provide reasonably requested information in connection with your performance of Tasks; (b) you will perform Tasks in a competent and workmanlike manner; (c) you will supply complete, accurate, non-malicious information for all Tasks you perform; (d) you will not perform Tasks through venues other than the Site; (e) you will not submit anything to Poster that violates Section 12 of the Terms; and (f) Posters may reject Tasks you perform for good cause and currently there is no way for a Hunter to dispute any rejection of a submission made through the Site, meaning you may not be paid if a Poster rejects your submission. + (a) you will interact with Posters in a professional and courteous manner, and provide reasonably requested information in connection with your performance of Tasks; (b) you will perform Tasks in a competent and workmanlike manner; (c) you will supply complete, accurate, non-malicious information for all Tasks you perform; (d) you will not perform Tasks through venues other than the Site; (e) you will not submit anything to Poster that violates Section 13 of the Terms; and (f) Posters may reject Tasks you perform for good cause and currently there is no way for a Hunter to dispute any rejection of a submission made through the Site, meaning you may not be paid if a Poster rejects your submission.

-

7. GITCOIN RECURRING GRANTS

+

7. GITCOIN FEES AND PAYMENT

+

+ Unless otherwise agreed between you and Gitcoin in a separate order form, which is obtainable by contacting us directly, all Tasks on the Site are subject to a ten (10) percent listing fee, calculated as 10% of the total Task value (the “Listing Fee”) payable to Gitcoin. The Listing Fee shall be paid by the Poster, and shall be due upon a Poster submitting a Task to the Site. +

+

+ The Listing Fee is refundable to the Poster solely upon the satisfaction of either of the following limited circumstances: +

+
    +
  1. The Task has not been filled by a Hunter prior to Gitcoin’s receipt of a written request for a refund from a Poster. The Poster must submit a refund request to Gitcoin within 90 days from the date of posting such Task in order to be eligible for a refund.
    2. +
  2. The Poster is dissatisfied by work submitted by a Hunter and submits a request for review within 30 days of completion of the Task by a Hunter. In these instances, the Poster shall submit a written request for review to Gitcoin, who will in its sole discretion determine whether or not the Poster is eligible for a refund of the Transaction Fee.
    3. +
+

8. GITCOIN RECURRING GRANTS

In addition to Section 5, but notwithstanding anything to the contrary therein, if you use the Site to make a grant (a “Grant”) to a Hunter, you agree that: (a) the Hunter has broad discretion in performing the Task described on its project page on the Site (the “Grant Project Page”), including what, how and when they perform such Task, and how they use the Grant; (b) the Grant will be made to the Hunter on a recurring basis, commencing with the first contribution at the time that you agree to make the Grant and recurring based on the frequency specified by the Hunter on the Grant Project Page; (c) the Hunter may change the Task, including without limitation the scope and timeline and the frequency of contributions; (d) Grant contributions will be issued and remitted to the Hunter prior to the Hunter completing a Task; (e) the Grant is not refundable; (f) you will not have the ability on the Site to dispute or reject Tasks performed by Hunters, but you may terminate future Grant contributions to the extent they have not been made; and (g) you and Hunter are responsible for any tax liabilities in connection with your transaction.

In addition to Section 6, but notwithstanding anything to the contrary therein, if you use the Site to accept a Grant from Posters, you agree that: (a) you will use the Grant to perform the Task described on your Grant Project Page; (b) you will notify Posters of any material changes to your Grant Project Page or the Task, including without limitation the scope and timeline and the frequency of contributions; and (c) you and Posters are responsible for any tax liabilities in connection with your transaction.

-

8. WORK PRODUCT AND WORK FOR HIRE

+

9. WORK PRODUCT AND WORK FOR HIRE

Hunter will perform the Hunter Services in a professional and workmanlike manner and will timely deliver any agreed upon tangible or intangible results or deliverables, including, but not limited to, configurations, computer programs, software, applications, or other information, and any intellectual property developed in connection therewith (“Work Product”). Where applicable, the Work Product must be submitted to Poster in open source format.

@@ -100,19 +111,19 @@

8. WORK PRODUCT AND WORK FOR HIRE

Hunter agrees that it will not incorporate into Work Product or otherwise supply Poster any deliverable for which the use or distribution of the code will create (or purport to create) obligations for Poster to grant any rights or immunities under Poster’s intellectual property to a third-party, including without limitation any obligation that the Work Product or Poster software combined with, derived from, or distributed with such Work Product (a) be disclosed or distributed in source code form, (b) be licensed for the purpose of making derivative works, or (c) be redistributable at no charge.

-

9. INDEPENDENT CONTRACTORS

+

10. INDEPENDENT CONTRACTORS

Hunters perform Tasks for Posters in their personal capacity as an independent contractor and not as an employee of a Poster or Gitcoin. As a Hunter, you agree that: (a) you are responsible for and will comply with all applicable laws and registration requirements, including those applicable to independent contractors and maximum working hours regulations; (b) these Terms do not create an association, joint venture, partnership, franchise, or employer/employee relationship between you and Poster, or you and Gitcoin; (iii) you will not represent yourself as an employee or agent of a Poster or Gitcoin; (iv) you will not be entitled to any of the benefits that a Poster or Gitcoin may make available to its employees, such as vacation pay, sick leave, and insurance programs, including group health insurance or retirement benefits; and (v) you are not eligible to recover worker's compensation benefits in the event of injury. As an independent contractor, Hunter is free at all times to provide Hunter Services to persons or businesses other than Poster, including any competitor of Poster. Hunter does not have authority to enter into written or oral (whether implied or express) contracts on behalf of Poster or Gitcoin. As a Poster, you will not engage a Hunter in any way that may jeopardize that Hunter's status as an independent contractor performing Tasks for you. Posters may not require an exclusive relationship.

-

10. GITCOIN CONTRACTS

+

11. GITCOIN CONTRACTS

As used herein, a “Service Contract” means, as applicable, the unilateral contractual provisions created by Poster that govern the Hunter Services to be performed by Hunter for Poster for a particular Task posted to the Site and which will typically include a description of the Task or Tasks to be completed, the amount and type of currency as compensation, and the deadline. You acknowledge and agree that Gitcoin is not a party to any Service Contracts, and that the formation of a Service Contract between any Posters and Hunters will not, under any circumstance, create an employment or other service relationship between Gitcoin and Poster or Gitcoin and Hunter.

-

11. PAYMENT

+

12. PAYMENT

In order to use Site Services, each User must provide its Ethereum wallet address. The Site and the Site Services operate with Ether or ERC20 compatible tokens. Payment to Hunters will occur upon Poster’s acceptance of Hunter’s Work Product or, in the case of a Grant, immediately upon a Poster agreeing to contribute a Grant to the Hunter and upon each payment cycle thereafter. Acceptance of a Hunter’s Work Product is at the sole discretion of the Poster.

-

12. UNAUTHORIZED USE OR ACCESS

+

13. UNAUTHORIZED USE OR ACCESS

Unless otherwise expressly authorized in these Terms of Use or on the Site, you may not take any action to interfere with the Site or any other user’s use of the Site or decompile, reverse engineer or disassemble any content or other products or processes accessible through the Site, nor insert any code or product or manipulate the content in any way that affects any User’s experience. While using the Site you are required to comply with all applicable statutes, orders, regulations, rules, and other laws. In addition, we expect users of the Website to respect the rights and dignity of others. Your use of the Site is conditioned on your compliance with the rules of conduct set forth in this Section.

@@ -135,58 +146,58 @@

12. UNAUTHORIZED USE OR ACCESS

-

13. WARRANTY DISCLAIMER

+

14. WARRANTY DISCLAIMER

You expressly understand and agree that your use of the Service is at your sole risk. The Service is provided on an "AS IS" and "as available" basis, without warranties of any kind, either express or implied, including, without limitation, implied warranties of merchantability, fitness for a particular purpose or non-infringement. You release Gitcoin from all liability for content you acquired or failed to acquire through the Service.

-

14. SOPHISTICATION AND RISK OF CRYPTOGRAPHIC SYSTEMS

+

15. SOPHISTICATION AND RISK OF CRYPTOGRAPHIC SYSTEMS

By utilizing the Service or platform in any way, you represent that you understand the inherent risks associated with cryptographic systems; and warrant that you have an understanding of the usage and intricacies of public/private key cryptography, native cryptographic tokens, like Ether (ETH) and Bitcoin (BTC), smart contract based tokens such as those that follow the Ethereum Token Standard (https://github.com/ethereum/EIPs/issues/20), and blockchain-based software systems.

-

15. PLATFORM SECURITY

+

16. PLATFORM SECURITY

Gitcoin is an early stage platform. You acknowledge that Ethereum applications are code subject to flaws and acknowledge that you are solely responsible for evaluating any available code provided by the Services. You further expressly acknowledge and represent that applications can be written maliciously or negligently, that Gitcoin cannot be held liable for your interaction with such applications. These warnings and others later provided by Gitcoin in no way evidence or represent an on-going duty to alert you to all of the potential risks of utilizing the Service.

-

16. RISK OF ERRORS, BUGS, AND DOWNTIME

+

17. RISK OF ERRORS, BUGS, AND DOWNTIME

You acknowledge and accept that the Services (i) may contain bugs, errors and defects, (ii) may function improperly or be subject to periods of downtime and unavailability, (iii) may result in total or partial loss or corruption of data used in the Services, and (iv) may be modified at any time, including through the release of subsequent versions, all with or without notice.

-

17. INDEMNITY

+

18. INDEMNITY

You agree, to the fullest extent permitted by applicable law, to release and to indemnify, defend and hold harmless Gitcoin and its parents, subsidiaries, affiliates and agencies, as well as the officers, directors, employees, shareholders and representatives of any of the foregoing entities, from and against any and all losses, liabilities, expenses, damages, costs (including attorneys’ fees and court costs) claims or actions of any kind whatsoever arising or resulting from: (a) your use of the Service, (b) your violation of these Terms of Use, (c) any of your acts or omissions that implicate publicity rights, defamation, invasion of privacy, confidentiality, intellectual property rights or other property rights, (d) your UGC, (e) any misrepresentation by you and (vii) any disputes or issues between you and any third party. Gitcoin reserves the right, at its own expense, to assume exclusive defense and control of any matter otherwise subject to indemnification by you and, in such case, you agree to cooperate with Gitcoin in the defense of such matter.

-

18. LIMITATION ON LIABILITY

+

19. LIMITATION ON LIABILITY

YOU ACKNOWLEDGE AND AGREE THAT YOU ASSUME FULL RESPONSIBILITY FOR YOUR USE OF THE SITES AND SERVICE. YOU ACKNOWLEDGE AND AGREE THAT ANY INFORMATION YOU SEND OR RECEIVE DURING YOUR USE OF THE SITES AND SERVICE MAY NOT BE SECURE AND MAY BE INTERCEPTED OR LATER ACQUIRED BY UNAUTHORIZED PARTIES. YOU ACKNOWLEDGE AND AGREE THAT YOUR USE OF THE SITES AND SERVICE IS AT YOUR OWN RISK. RECOGNIZING SUCH, YOU UNDERSTAND AND AGREE THAT, TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, NEITHER GITCOIN NOR ITS PARENTS, SUBSIDIARIES, AFFILIATES AND AGENCIES, AS WELL AS THE OFFICERS, DIRECTORS, EMPLOYEES, SHAREHOLDERS OR REPRESENTATIVES OF ANY OF THE FOREGOING ENTITIES, OR ITS SUPPLIERS OR LICENSORS WILL BE LIABLE TO YOU FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, PUNITIVE, EXEMPLARY OR OTHER DAMAGES OF ANY KIND, INCLUDING WITHOUT LIMITATION DAMAGES FOR LOSS OF PROFITS, GOODWILL, USE, DATA OR OTHER TANGIBLE OR INTANGIBLE LOSSES OR ANY OTHER DAMAGES BASED ON CONTRACT, TORT (INCLUDING, IN JURISDICTIONS WHERE PERMITTED, NEGLIGENCE AND GROSS NEGLIGENCE), STRICT LIABILITY OR ANY OTHER THEORY (EVEN IF GITCOIN HAD BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES), RESULTING FROM THE SITE OR SERVICE; THE USE OR THE INABILITY TO USE THE SITES OR SERVICE; UNAUTHORIZED ACCESS TO OR ALTERATION OF YOUR TRANSMISSIONS OR DATA; STATEMENTS OR CONDUCT OF ANY THIRD PARTY ON THE SITES OR SERVICE; ANY ACTIONS WE TAKE OR FAIL TO TAKE AS A RESULT OF COMMUNICATIONS YOU SEND TO US; HUMAN ERRORS; TECHNICAL MALFUNCTIONS; FAILURES, INCLUDING PUBLIC UTILITY OR TELEPHONE OUTAGES; OMISSIONS, INTERRUPTIONS, LATENCY, DELETIONS OR DEFECTS OF ANY DEVICE OR NETWORK, PROVIDERS, OR SOFTWARE (INCLUDING, BUT NOT LIMITED TO, THOSE THAT DO NOT PERMIT PARTICIPATION IN THE SERVICE); ANY INJURY OR DAMAGE TO COMPUTER EQUIPMENT; INABILITY TO FULLY ACCESS THE SITES OR SERVICE OR ANY OTHER WEBSITE; THEFT, TAMPERING, DESTRUCTION, OR UNAUTHORIZED ACCESS TO, IMAGES OR OTHER CONTENT OF ANY KIND; DATA THAT IS PROCESSED LATE OR INCORRECTLY OR IS INCOMPLETE OR LOST; TYPOGRAPHICAL, PRINTING OR OTHER ERRORS, OR ANY COMBINATION THEREOF; OR ANY OTHER MATTER RELATING TO THE SITES OR SERVICE.

SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF CERTAIN WARRANTIES OR THE LIMITATION OR EXCLUSION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES. ACCORDINGLY, SOME OF THE ABOVE LIMITATIONS MAY NOT APPLY TO YOU.

-

19. LICENSES

+

20. LICENSES

- 19.1. Site License + 20.1. Site License Subject to and conditioned on your compliance with these Terms of Use, Gitcoin grants you a limited, non-exclusive, non-transferable, non-sublicensable license to access and make personal and non-commercial use of the Service. This license does not include any resale or commercial use of the Service or any derivative use of the Service. All rights not expressly granted to you in these Terms of Use are reserved and retained by Gitcoin or its licensors. The Gitcoin Service may not be reproduced, duplicated, copied, sold, resold, visited, or otherwise exploited for any commercial purpose without express written consent of Gitcoin. You may not frame or utilize framing techniques to enclose any trademark, logo, or other proprietary information (including images, text, page layout, or form) of Gitcoin without express written consent. You may not misuse the Services. You may use the Services only as permitted by law. The licenses granted by Gitcoin terminate if you do not comply with these Terms of Use. Gitcoin retains all right, title, and interest in and to all Intellectual Property Rights in and to the Site and the Site Services.

- 19.2. User Content License + 20.2. User Content License When you post or submit any data, feedback, content, text, photographs, images, or other information to any part of the Site or provide to Gitcoin (referred to as “User Content”), you represent and warrant that you have the right, power, and authority to post that User Content and grant the licenses specified below. You further represent and warrant that by posting or providing such User Content you will not violate third-party rights of any kind, including, without limitation, any Intellectual Property Rights, rights of publicity, or privacy rights. To the extent your User Content may be copyrightable, you represent, warrant, and covenant that you are the owner of all the copyright rights to such User Content and that Gitcoin may exercise the rights to your User Content granted under the Terms of Use without any liability or obligation for any payment.
You retain all ownership rights in any User Content you post on Gitcoin. To the extent permitted by applicable law, you also grant to Gitcoin and our successors and affiliates a royalty-free, sub-licensable, transferable, perpetual, irrevocable, non-exclusive, worldwide license to use, reproduce, modify, publish, list information regarding, edit, translate, distribute, publicly perform, publicly display, and make derivative works of all such User Content and your name, voice, and/or likeness as contained in your User Content, in whole or in part, and in any form, media, or technology, whether now known or hereafter developed, for use in connection with the Site and Gitcoin (and our successors’ and affiliates’) business, including, without limitation, for promoting and redistributing part or all of the Site (and derivative works thereof) in any media formats and through any media channels. You also hereby grant each User a non-exclusive license to access your User Content through the Site and to use, reproduce, distribute, display, and perform such User Content to the extent permitted through the normal functionality of the Site and subject to all applicable confidentiality and other provisions of this Agreement, our Privacy Policy, and applicable law.
The licenses to User Content granted by you in this Agreement will terminate within a commercially reasonable time after you remove or delete your User Content from the Site, except that you grant Gitcoin and our successors and affiliates the irrevocable and perpetual license to retain and use, but not publicly display or distribute, server or archival copies of all User Content that you have removed or deleted to the extent permitted by applicable law.

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20. TERMINATION AND SUSPENSION

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21. TERMINATION AND SUSPENSION

Gitcoin may terminate or suspend all or part of the Service without prior notice or liability if you breach any of the terms or conditions of the Terms. We may, in our sole discretion and without liability to you, with or without prior notice and at any time, modify or discontinue, temporarily or permanently, any portion of our Services.

The following provisions of the Terms survive any termination of these Terms: INDEMNITY; WARRANTY DISCLAIMERS; LIMITATION ON LIABILITY; OUR PROPRIETARY RIGHTS; TERMINATION AND SUSPENSION; NO THIRD PARTY BENEFICIARIES; BINDING ARBITRATION AND CLASS ACTION WAIVER; GENERAL INFORMATION.

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21. NO THIRD PARTY BENEFICIARIES

+

22. NO THIRD PARTY BENEFICIARIES

You agree that, except as otherwise expressly provided in these Terms, there shall be no third party beneficiaries to the Terms. The Terms of Use will not be construed as creating or implying any relationship of agency, franchise, partnership, or joint venture between Users and Gitcoin, except and solely to the extent expressly stated in this Agreement.

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22. NOTICE AND PROCEDURE FOR MAKING COPYRIGHT INFRINGEMENT CLAIMS

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23. NOTICE AND PROCEDURE FOR MAKING COPYRIGHT INFRINGEMENT CLAIMS

If you believe that your copyright or the copyright of a person on whose behalf you are authorized to act has been infringed, please provide Gitcoin a written notice containing the following information: