STUDENT TERMS AND CONDITIONS
YOU SHOULD REVIEW THIS AGREEMENT IN ITS ENTIRETY. YOU ACKNOWLEDGE YOUR ACCEPTANCE OF THIS AGREEMENT BY REGISTERING TO BECOME A USER OR BY USING THE ASSIGNMENTME PLATFORM. YOU WILL BE LEGALLY BOUND BY THESE TERMS. IF YOU DO NOT ACCEPT THE TERMS AND CONDITIONS OF THIS AGREEMENT, DO NOT REGISTER TO USE OR USE THE PLATFORM.
These Student Terms and Conditions (the “Student Terms”) state the terms and conditions between AssignmentMe, LLC (“AssignmentMe,” “we,” “us,” or “our”) and users of the AssignmentMe website and software platform (the “Platform”) who register as Students (“Student,” “you,” or “your”) to purchase services from registered Tutors (“Tutors”). Student and all other Users are also subject to the terms of the AssignmentMe User Agreement (“User Agreement”), which is incorporated herein by reference. Capitalized terms used in these Student Terms which are not defined have the meaning stated in the User Agreement.
We reserve the right to change the Student Terms at any time in our sole business discretion. Please check these Student Terms regularly for changes. Your continued use of the Platform following the posting of any changes to the Student Terms will constitute your acceptance of and agreement to our changes.
1.1 These Student Terms state the terms under which Student has the right to use the Platform, and the obligation to pay AssignmentMe fees, if applicable.
1.2 Tutors are independent contractors who use the Platform to offer their services and to perform work on specific projects for Students pursuant to accepted Assignment Orders. AssignmentMe is not a party to accepted Assignment Orders or other services agreement between Students and Tutors. AssignmentMe has no responsibility for, control over, or involvement in the scope, nature, quality character, timing or location of any work or services performed by a Tutor under an Assignment Order.
1.3 Unless modified by you directly through the Platform prior to proposal or by a Tutor pursuant to an accepted counteroffer, all Assignment Orders are governed by Standard Assignment Order Terms and Conditions accessible by following this link: https://assignmentme.com/?page_id=401
1.4 AssignmentMe is not a party to any Assignment Order and is not bound by any terms of an Assignment Order. Assignment Orders are entered into exclusively by and between Students and Tutors.
1.5 AssignmentMe is not an employer or joint employer of any Tutor. AssignmentMe is not responsible for the performance or non-performance of any Student or any Tutor. Each Tutor is solely and entirely responsible for the Tutor’s acts and for the acts of the Tutor’s employees, agents and subcontractors. Each Student is solely and entirely responsible for the Student’s acts and for the acts of the Student’s employees, agents and subcontractors.
- Tutor Data.
Student acknowledges that the profile information for each Tutor available via the Platform is compiled and maintained by the Tutors themselves and not AssignmentMe. Student is responsible for conducting whatever investigation or verification of a Tutor’s profile information that Student deems necessary for purposes of entering into an Assignment Order with that Tutor. AssignmentMe does not and will not investigate Tutors and does not certify or verify the skills, qualifications, background, experience or other Profile Information or other information provided by Tutors in their profile or elsewhere through the Platform. AssignmentMe makes no representation as to the validity or accuracy of information provided by Tutors. Student uses the Platform and contracts with Tutors for completion of Assignment Orders at its own risk.
- Tutor Registration.
Student will have access to profiles of all registered Tutors offering their services through the AssignmentMe Marketplace.
- Student Data.
4.1 The Platform allows Students to create a profile to be viewed by prospective Tutors who wish to offer their services. AssignmentMe does not own any information, text, data, or other content that Student submits, stores, or uses in the Platform, including all Assignment Order information (the “Student Data”). Student shall have sole responsibility for the accuracy, quality, integrity, legality, reliability, appropriateness, and intellectual property ownership or right to use of all Student Data.
4.3 Student must enter information and data in the Platform for purposes of accepting and updating the status of Assignment Orders. All such Assignment Order information is the property of the applicable Student.
- Payment to Tutors and Fees.
5.1 A Tutor who performs work for a Student under an Assignment Order through the Platform will be paid by AssignmentMe on behalf of the Student. As a condition of being allowed to post and accept Assignment Orders between Students and Tutors via the Platform, Student must deposit funds with AssignmentMe or meet AssignmentMe’s credit requirements. Any Student funds held by AssignmentMe will be held in an Escrow account and will be commingled with the funds of other Students. Student acknowledges that AssignmentMe will not pay interest on the funds it holds on deposit.
5.2 AssignmentMe charges fees for the use of the Platform upon completion of an Assignment Order. When a Student sources a Tutor through the Platform, the Tutor will pay AssignmentMe a set percentage of the fees agreed to in the Assignment Order. AssignmentMe will deduct these fees directly from the fees payable to a Tutor by a Student. This fee shall be up to ten percent (10%) of the amount payable to Tutor by Student pursuant to a completed Assignment Order. AssignmentMe’s fees are subject to periodic changes in its sole business discretion. Use of the Platform constitutes acceptance of AssignmentMe’s most current pricing.
5.3 Once the Student authorizes its acceptance of a completed Assignment Order through the Platform in accordance with the Assignment Order Terms and AssignmentMe facilitates Student’s payment for services under the Assignment Order to the Tutor, AssignmentMe shall have no further financial obligation with respect to Student or Tutor under that Assignment Order. Any refund of amounts paid or a warranty claim related to an Assignment Order shall be the responsibility of the Tutor who was paid for the services.
5.4 In addition to any other remedies it may have under these Student Terms, AssignmentMe reserves the right to suspend or terminate Student’s access to the Platform in order to protect AssignmentMe’s rights and interests.
5.5 In the event that any jurisdiction imposes sales, use, value-added, excise, or other taxes payable on account of payments to AssignmentMe, other than taxes on AssignmentMe’s own income (“Taxes”), AssignmentMe’s fees will be increased to cover such Taxes so that it receives a net amount equal to the full amount of the fees or other payment obligations that would otherwise have been payable under these Student Terms as if no such deduction or withholding was required.
- Service Levels.
AssignmentMe will use reasonable efforts to make the Platform available for access and use by Student. Student acknowledges and agrees that AssignmentMe will not be liable for (a) any unavailability caused by acts or omissions of Student, any Tutors or other third parties, or caused by events outside AssignmentMe’s control; (b) problems with Student’s internet access or private computer network and equipment; and (c) AssignmentMe’s regularly scheduled maintenance work. AssignmentMe will use reasonable efforts to cause all maintenance to be completed between 10:00 p.m. and 6:00 a.m. U.S. Central Time, and to minimize any unavailability of the Platform, whether scheduled or not.
- Support and Maintenance.
AssignmentMe will provide email support. Support shall include assistance with general usage and functionality issues and correction of software bugs and errors. AssignmentMe will make reasonable efforts to correct or fix reported software bugs and errors promptly after being notified of the problem.
- Data Security.
AssignmentMe will use reasonable efforts to secure, protect, and maintain the integrity of all data stored by Student in accessing and using the Platform. Student is solely responsible for the security of all usernames and passwords that may be required to access and use the Platform. If the security of such information is comprised, Student agrees to promptly notify AssignmentMe.
- Equipment Costs.
Student will be responsible for all equipment, network, and other costs necessary for Student to access and use the Platform via the Internet.
- No Consulting Services.
AssignmentMe will not be obligated to provide Student with any consulting or other services related to the use of the Platform.
In performing and accepting services under these Student Terms, AssignmentMe and Student may exchange technical, product, financial, and business information which is confidential or proprietary to them (“Confidential Information”). Confidential Information shall be limited to information clearly marked as confidential or proprietary, or information which is disclosed verbally and identified as confidential or proprietary when disclosed.
AssignmentMe and Student will hold all Confidential Information they receive from the other party in strict confidence and will only use it to perform their respective obligations and exercise their rights under this Agreement. Confidential Information may only be disclosed to employees, agents, consultants, and professional advisors who have a good faith need to know such information for the purposes of this Agreement, provided the person receiving the information has a confidentiality obligation to the disclosing party which is at least as stringent as the confidentiality terms of this Agreement. The receiving party shall protect and safeguard the Confidential Information against unauthorized disclosure by procedures no less stringent than those it uses for protecting its own confidential or proprietary information, and in any event by use of no less than a reasonable degree of care.
These Student Terms impose no obligation with respect to information which: (a) was in the possession of, or was known by, the receiving party prior to its receipt from the discloser, without an obligation to maintain its confidentiality; (b) is or becomes generally known to the public without violation of these Student Terms; (c) was obtained by the receiving party from a third party having the right to disclose it, without an obligation to keep such information confidential; or (d) is independently developed by the receiving party without the use of Confidential Information.
Each party retains all intellectual property rights in and to its own Confidential Information.
The confidentiality provisions of these Student Terms shall survive its termination for a period of five (5) years, except for the obligations of the parties regarding any trade secret information which shall survive indefinitely.
- No Circumvention; Non-Interference.
12.1 Student shall engage Tutors to perform Assignment Orders directly through the Platform only. Student shall not communicate with any Tutors outside of the Platform for the purpose of avoiding any obligations under these Student Terms or the User Agreement, including the obligation to pay any AssignmentMe fees. Student shall not take any actions which would circumvent the processing of payments through the Platform or prevent AssignmentMe from collecting transaction fees due from a Tutor.
12.2 For the term of Student’s use of the Platform and one (1) year thereafter, Student shall not directly or indirectly: (a) solicit for employment or contract services or hire any Tutor to perform services similar to those offered by Tutor through the platform, except for services to be performed pursuant to Assignment Orders via the Platform without the prior written consent of AssignmentMe; nor (b) take any action which interferes with the contractual relationship between AssignmentMe and any of its Tutors.
- Term and Termination.
These Student Terms commence when Student registers to use the Platform for the first time and continue in force until terminated by either party. Student may terminate these Student Terms immediately upon notice to AssignmentMe at any time and for any reason. AssignmentMe may terminate these Student Terms immediately without any notice at any time and for any reason. Upon termination by either party, Student’s rights to access and use the Platform will cease immediately. Upon any termination, Student will not be relieved of any obligation to pay any fees due to AssignmentMe which accrued before the termination date. If these Student Terms are terminated for any reason, AssignmentMe will make the Student Data available for transmittal to Student within a reasonable period after receiving a written request from Student, provided such request is received within sixty (60) days following termination.
- Warranties and Disclaimer.
AssignmentMe and Student each represent and warrant as to themselves that (a) each are duly organized, validly existing and in good standing under the laws of the respective jurisdictions in which they were formed (in the case of Students who are not individual persons); (b) each has full power and authority to execute, deliver, and perform these Student Terms; (c) these Student Terms have been duly authorized, executed, and delivered by and are a legal, valid, and binding obligation in accordance with these terms; and (d) each of their obligations under these Student Terms shall be performed in compliance with any obligations to third parties and all applicable law, rules, or regulations of any governmental entity or agency.
14.2 Student Data.
Student represents and warrants that: (a) Student owns or has secured sufficient intellectual property rights to the Student Data to deliver it to AssignmentMe for use in the Platform as intended by these Student Terms; (b) the Student Data does not and will not contain any content that is unlawful, threatening, harassing, profane, tortious, defamatory, libelous, deceptive, fraudulent, or violates any person’s privacy or publicity rights; and (c) the Student Data does not and will not contain a software virus or other harmful component.
USE OF THE PLATFORM IS AT STUDENT’S SOLE RISK. EXCEPT AS SET FORTH EXPRESSLY IN THESE TERMS AND CONDITIONS, THE PLATFORM IS PROVIDED “AS IS” AND “AS-AVAILABLE” AND WITHOUT A WARRANTY OF ANY KIND. ASSIGNMENTME DISCLAIMS ALL IMPLIED WARRANTIES OR CONDITIONS CONCERNING THE PERFORMANCE, OPERATION OR QUALITY OF THE PLATFORM, INCLUDING ALL IMPLIED WARRANTIES OF NON-INFRINGEMENT MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE. ASSIGNMENTME DOES NOT WARRANT THAT THE PLATFORM WILL MEET ANY USER’S REQUIREMENTS, OPERATE IN COMBINATION WITH OTHER SOFTWARE OR WEBSITES, BE UNINTERRUPTED OR ERROR-FREE, OR FUNCTION WITHIN A PARTICULAR SYSTEM. NO OTHER ORAL OR WRITTEN ADVICE GIVEN BY ASSIGNMENTME WILL CREATE A WARRANTY REGARDING THE PLATFORM. NO AGENT OR EMPLOYEE OF ASSIGNMENTME IS AUTHORIZED TO MAKE ANY WARRANTY OBLIGATIONS ON BEHALF OF ASSIGNMENTME OR MODIFY THE LIMITATIONS STATED IN THIS SECTION 16.
16.1 AssignmentMe Indemnification.
AssignmentMe shall indemnify and hold Student, its parent organizations, subsidiaries, affiliates, officers, directors, employees, attorneys, and agents harmless from and against any and all claims, costs, damages, losses, liabilities and expenses, including reasonable legal fees and costs, arising out of or in connection with: (a) any alleged conduct which would constitute a breach of the representations and warranties of AssignmentMe set forth herein; or (b) a claim that the use of the Platform (other than third party materials) infringes the copyright, trademark, or United States or Canadian patent rights of any third party. Upon notice of an alleged infringement or if in AssignmentMe’s opinion such a claim is likely, AssignmentMe shall have the right, at its option, to obtain for Student the continuing right to use the Platform, substitute other non-infringing functionality, or modify the Platform so that it is no longer infringing. THIS SECTION SETS FORTH ASSIGNMENTME’S SOLE AND EXCLUSIVE LIABILITY, AND STUDENT’S SOLE AND EXCLUSIVE REMEDY, FOR ASSIGNMENTME’S INFRINGEMENT OF THIRD PARTY RIGHTS OF ANY KIND.
16.2 Student Indemnification.
Student shall indemnify and hold AssignmentMe, its licensors and their respective parent organizations, subsidiaries, affiliates, officers, directors, employees, attorneys, and agents harmless from and against any and all claims, costs, damages, losses, liabilities and expenses, including reasonable legal fees and costs, arising out of or in connection with: (a) a claim based on any alleged misuse of the Platform by Student, or a claim that any Student Data infringes the copyright, trademark, or patent rights of any third party; (b) any alleged conduct which would constitute a breach of the representations and warranties of Student set forth herein; and; and (c) any claims arising out of or related to any Assignment Order, including (i) any claims by any third party or government agency that a Tutor was misclassified as an independent contractor or employee of Student; and (ii) any claim that AssignmentMe was an employer or joint employer of a Tutor; and (iii) related legal claims under any employment laws.
Each party shall indemnify the other party as set forth above provided that: (a) the indemnified party notifies the indemnifying party promptly in writing of the claim; (b) the indemnifying party has sole control of the defense and all related settlement negotiations with respect to the claim; provided, that the indemnified party has the right, but not the obligation, to participate in the defense of any such claim through counsel of its own choosing; and (c) the indemnified party cooperates fully to the extent necessary, and executes all documents necessary for the defense of such claim.
- Limitations of Liability.
17.1 ASSIGNMENTME’S AGGREGATE LIABILITY TO STUDENT FOR CLAIMS RELATING TO THESE TERMS, WHETHER IN CONTRACT OR TORT, WILL BE LIMITED TO THE TOTAL FEES PAID OR OWING TO ASSIGNMENTME FOR ASSIGNMENT ORDERS COMPLETED FOR STUDENT DURING THE MOST RECENT SIX (6) MONTHS OF THE TERM OF THESE STUDENT TERMSOR $2,500, WHICHEVER IS LESS.
17.2 NEITHER PARTY WILL BE LIABLE TO THE OTHER FOR ANY INDIRECT, PUNITIVE, SPECIAL, INCIDENTAL, OR CONSEQUENTIAL DAMAGES IN CONNECTION WITH OR ARISING OUT OF THESE TERMS, INCLUDING LOSS OF BUSINESS, REVENUE, PROFITS, USE, DATA OR OTHER ECONOMIC ADVANTAGE, HOWEVER IT ARISES, WHETHER IN CONTRACT OR TORT, EVEN IF THE PARTY HAS BEEN PREVIOUSLY ADVISED OF THE POSSIBILITY OF SUCH DAMAGE.
17.3 Allocation of Risk.
AssignmentMe and Student acknowledge that the foregoing limitations of liability represent a reasonable and negotiated allocation of risk, that these limitations constitute an integral part of these Student Terms, and that absent these limitations the parties would not have executed these Student Terms. The limitations will apply notwithstanding the failure of the essential purpose of any limited remedy.
Last modified: May 7th, 2018
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