If you do not agree with all of the terms and conditions of this Agreement, you may not access and use the Platform.
1. About the Sesher Platform
The Sesher Platform is a Web-based communications venue that enables commercial connections between Customers and Service Providers. “Service Providers” are individuals or business entities that use the Platform to market their services (“Services”) to individual Customers. “Customers” are individuals and/or businesses seeking to obtain specific advertised services from Service Providers and are therefore Customers of Service Providers. Customers and Service Providers together are hereinafter referred to as “Users.”
The Company is not in any way responsible for the actions or inactions of any such Users, nor does it have control over the quality, timing, legality, failure to provide, or any other aspect whatsoever of any Services, nor of the integrity, responsibility or any of the actions or omissions whatsoever of any Users. The Company does not have control over the quality, timing or legality of the Services delivered by its Service Providers. Company makes no representations about the suitability, reliability, timeliness, or accuracy of the Services advertised by Services Providers through the Platform whether in public, private, or offline interactions.
2. User Qualifications/No Vetting
PROVIDING A VENUE FOR CUSTOMERS AND SERVICE PROVIDERS TO MEET DOES NOT IMPLY AN ENDORSEMENT OF ANY SUCH USER. THE COMPANY MAKES NO REPRESENTATIONS ABOUT THE QUALIFICATIONS OF ANY SERVICE PROVIDER.
NEITHER COMPANY NOR ITS AFFILIATES OR LICENSORS IS RESPONSIBLE FOR THE CONDUCT, WHETHER ONLINE OR OFFLINE, OF ANY USER OF THE PLATFORM AND YOU HEREBY RELEASE THE COMPANY AND ITS AFFILIATES OR LICENSORS FROM ANY LIABILITY RELATED THERETO. COMPANY AND ITS AFFILIATES AND LICENSORS WILL NOT BE LIABLE FOR ANY CLAIM, INJURY OR DAMAGE ARISING IN CONNECTION WITH YOUR USE OF THE PLATFORM.
3. Billing and Payment
Users of the Platform contract for Services directly with other Users. Company will not be a party to any contracts for any Services.
In order to pay Service Providers for Services scheduled through the Sesher Platform, Users are required to provide their credit card or bank account details to the third party payment processing provider retained by the Company pursuant to a separate agreement (the “Payment Processor”). The Company’s current payment processing provider is Stripe, although the Company reserves the right to require Users to switch its payment processing provider in its discretion. Customers will be responsible for paying the invoice for each Service (the “Invoice”), which will include (i) the pricing terms of the Service agreed with and provided by a Service Provider (“Payment”), (ii) any out of pocket expenses agreed with and submitted by a Service Provider in connection with the Service, (iii) any tip or gratuity, if applicable, and (iv) the Platform fee the Company assesses for the Platform, based on the Service Payment amount, subscription fees or otherwise.
Within 48 hours after Client receives confirmation through the Sesher Platform or via email that a Service has been completed, Client authorizes the Company to provide the Client's payment details to the Payment Processor for processing of Payment for a Service, out of pocket expenses owed to Service Provider, any tip or gratuity, if applicable, and the Platform fees and trust and safety fees owed to the Company for the use of the Sesher Platform. You may be charged a cancellation fee through the Payment Processor if you book a Service, but cancel it before it is completed, as set forth in the specific terms of Service described by the Service Provider on the Sesher Platform. Company reserves the right, in its sole discretion (but not the obligation), to (i) place on hold any Payment for a Service and related out of pocket expenses, or (ii) refund, provide credits or arrange for the Payment Processor to do so. Payment for a Service and fees must be paid through the Platform. No offline payments are permitted for Services scheduled through the Sesher Platform.
Users will be liable for any taxes (including VAT, if applicable) required to be paid on the Services (other than taxes on the Company’s income).
The Platform is only a venue for connecting Users. Because the Company is not involved in the actual contact between Users or in the completion of any Service, in the event that you have a dispute with one or more Users, you hereby release Company (and our officers, directors, agents, investors, owners, members, subsidiaries, and employees) from any and all claims, demands, or damages (actual or consequential) of every kind and nature, known and unknown, suspected and unsuspected, disclosed and undisclosed, arising out of or in any way connected with such disputes.
The Company expressly disclaims any liability that may arise between Users of its Platform.
5. Public Areas; Acceptable Use
The Platform may contain profiles, email systems, blogs, message boards, applications, job postings, chat areas, news groups, forums, communities and/or other message or communication facilities (“Public Areas”) that allow Users to communicate with other Users. You may only use such community areas to send and receive messages and material that are relevant and proper to the applicable forum.
Without limitation, while using the Platform, you may not:
• Defame, abuse, harass, stalk, threaten or otherwise violate the legal rights (such as, but not limited to, rights of privacy and publicity) of others, including the Company’s staff.
• Publish, post, upload, distribute or disseminate any profane, defamatory, infringing, obscene or unlawful topic, name, material or information.
• Use the Platform for any purpose, including, but not limited to posting or completing a Service, in violation of local, state, national, or international law.
• Upload files that contain software or other material that violates the intellectual property rights (or rights of privacy or publicity) of any third party.
• Upload files that contain viruses, Trojan horses, corrupted files, or any other similar software that may damage the operation of another's computer.
• Post or upload any User Content to which you have not obtained any necessary rights or permissions to use accordingly.
• Advertise or offer to sell any goods or services for any commercial purpose through the Platform which are not relevant to the Services offered through the Platform.
• Conduct or forward surveys, contests, pyramid schemes, or chain letters.
• Impersonate another person or a User or allow any other person or entity to use your identification to post or view comments.
• Download any file posted by another User that a User knows, or reasonably should know, cannot be legally distributed through the Platform.
• Restrict or inhibit any other User from using and enjoying the Public Areas.
• Imply or state that any statements you make are endorsed by the Company, without the prior written consent of the Company.
• Use a robot, spider, manual and/or automatic processes or devices to data-mine, data-crawl, scrape or index the Platform in any manner.
• Hack or interfere with the Platform, its servers or any connected networks.
• Adapt, alter, license, sublicense or translate the Platform for your own personal or commercial use.
• Remove or alter, visually or otherwise, any copyrights, trademarks or proprietary marks and rights owned by the Company.
• Upload User Content that is offensive and/or harmful, including, but not limited to, User Content that advocates, endorses, condones or promotes racism, bigotry, hatred or physical harm of any kind against any individual or group of individuals.
• Upload User Content that provides materials or access to materials that exploit people under the age of 18 in an abusive, violent or sexual manner.
• Use the Platform to solicit for any other business, Website or service, or otherwise contact Users for employment, contracting or any purpose not related to use of the Platform as set forth herein.
• Use the Platform to collect usernames and or/email addresses of Users by electronic or other means.
• Register under different usernames or identities, after your account has been suspended or terminated.
You understand that all submissions made to Public Areas will be public and that you will be publicly identified by your name or login identification when communicating in Public Areas, and the Company will not be responsible for the action of any Users with respect to any information or materials posted in Public Areas.
6. Termination and Suspension
The Company may terminate or suspend your right to use the Platform at any time for any or no reason by providing you with written or email notice of such termination, and termination will be effective immediately upon delivery of such notice. Without limitation, the Company may terminate or suspend your right to use the Platform if you breach any term of this Agreement or any policy of Company posted through the Platform from time to time, or if the Company otherwise finds that you have engaged in inappropriate and/or offensive behavior. If the Company terminates or suspends your right to use the Platform for any of these reasons, you will not be entitled to any refund of unused balance in your account. If the Company terminates or suspends your account for any reason, you are prohibited from registering and creating a new account under your name, a fake or borrowed name, or the name of any third party, even if you may be acting on behalf of the third party. In addition to terminating or suspending your account, the Company reserves the right to take appropriate legal action, including without limitation pursuing civil, criminal, and injunctive redress.
Even after your right to use the Platform is terminated or suspended, this Agreement will remain enforceable against you.
You may terminate this Agreement at any time by ceasing all use of the Platform. All sections which by their nature should survive the expiration or termination of this Agreement shall continue in full force and effect subsequent to and notwithstanding the expiration or termination of this Agreement.
7. Account, Password, Security and Mobile Phone Use
You must register with the Company and create an account to use the Platform. You are the sole authorized user of your account. You are responsible for maintaining the confidentiality of any password and account number provided by you or the Company for accessing the Platform. You are solely and fully responsible for all activities that occur under your password or account. the Company has no control over the use of any User's account and expressly disclaims any liability derived therefrom. Should you suspect that any unauthorized party may be using your password or account or you suspect any other breach of security, you will contact the Company immediately.
By providing your mobile phone number and using the Platform, you hereby affirmatively consent to our use of your mobile phone number for calls and texts in order to perform and improve upon the Platform. The Company will not assess any charges for calls or texts, but standard message charges or other charges from your wireless carrier may apply. You may opt-out of receiving text messages from us by modifying your account settings on the Website or the Company’s mobile application, or by emailing [email protected]
8. Your Information and Likeness
“Your Information” is defined as any information and materials you provide to the Company or other Users in connection with your registration for and use of the Platform, including without limitation that posted or transmitted for use in Public Areas. You are solely responsible for Your Information, and we act merely as a passive conduit for your online distribution and publication of Your Information. The information and materials described in this Section, as provided by each User, is collectively referred to herein as “User Content.” You hereby represent and warrant to the Company that Your Information (a) will not be false, inaccurate, incomplete or misleading; (b) will not be fraudulent or involve the sale of counterfeit or stolen items; (c) will not infringe any third party's copyright, patent, trademark, trade secret or other proprietary right or rights of publicity or privacy; (d) will not violate any law, statute, ordinance, or regulation (including without limitation those governing export control, consumer protection, unfair competition, anti-discrimination or false advertising); (e) will not be defamatory, libelous, unlawfully threatening, or unlawfully harassing; (f) will not be obscene or contain child pornography or be harmful to minors; (g) will not contain any viruses, Trojan Horses, worms, time bombs, cancelbots or other computer programming routines that are intended to damage, detrimentally interfere with, surreptitiously intercept or expropriate any system, data or personal information; and (h) will not create liability for the Company or cause the Company to lose (in whole or in part) the Platforms of its ISPs or other partners or suppliers.
You hereby grant the Company a non-exclusive, worldwide, perpetual, irrevocable, royalty-free, sublicensable (through multiple tiers) right to exercise all copyright, publicity rights, and any other rights you have in Your Information, in any media now known or not currently known in order to perform and improve upon the Platform.
Each Service Provider hereby waives all rights and releases the Company from, and shall neither sue nor bring any proceeding against any such parties for, any claim or cause of action, whether now known or unknown, for defamation, invasion of right to privacy, publicity or personality or any similar matter, or based upon or relating to the use and exploitation of such Service Provider’s identity, likeness or voice in connection with the Platform.
Each Service Provider acknowledges that the Company shall not owe any financial or other remuneration for using the recordings provided hereunder by such Service Provider, either for initial or subsequent transmission or playback, and further acknowledges that the Company is not responsible for any expense or liability incurred as a result of such Service Provider’s recordings or participation in any recordings, including any loss of such recording data.
9. Links to Other Websites
Links (such as hyperlinks) from the Platform to other websites on the Web do not constitute the endorsement by the Company of those websites or their content. Such links are provided as an information Platform, for reference and convenience only. The Company does not control any such Websites, and is not responsible for their content. The existence of links on the Platform to such Websites (including without limitation external websites that are framed by the Company Platform as well as any advertisements displayed in connection therewith) does not mean that the Company endorses any of the material on such Websites, or has any association with their operators. It is your responsibility to evaluate the content and usefulness of the information obtained from other websites.
10. Worker Classification and Withholdings
Each User assumes all liability for proper classification of such User’s workers as independent contractors or employees based on applicable legal guidelines.
Users do not have authority to enter into written or oral — whether implied or express — contracts on behalf of the Company. Each User acknowledges that the Company does not, in any way, supervise, direct, or control a Service Provider’s work or Services performed in any manner. The Company does not set a Service Provider’s work hours or location of work. The Company will not provide any equipment, labor or materials needed for a particular Service.
The Platform is not an employment Platform and the Company does not serve as an employer of any User. As such, the Company will not be liable for any tax or withholding, including but not limited to unemployment insurance, employer’s liability, social security or payroll withholding tax in connection with your use of the Platforms.
You agree to indemnify, hold harmless and defend the Company from any and all claims that a Service Provider was misclassified as an independent contractor, any liabilities arising from a determination by a court, arbitrator, government agency or other body that a Service Provider was misclassified as an employee (including, but not limited to, taxes, penalties, interest and attorney’s fees), any claim that the Company was an employer or joint employer of a Service Provider, as well as claims under any employment-related laws, such as those relating to employment termination, employment discrimination, harassment or retaliation, as well as any claims for overtime pay, sick leave, holiday or vacation pay, retirement benefits, worker's compensation benefits, unemployment benefits, or any other employee benefits.
11. Intellectual Property Rights
All text, graphics, editorial content, data, formatting, graphs, designs, HTML, look and feel, photographs, music, sounds, images, software, videos, designs, typefaces and other content (collectively “Proprietary Material”) that Users see or read through the Platform is owned by Company, excluding User Content that Company has the right to use. Proprietary Material is protected in all forms, media and technologies now known or hereinafter developed. The Company owns all Proprietary Material, as well as the coordination, selection, arrangement and enhancement of such Proprietary Materials as a Collective Work under the United States Copyright Act, as amended. The Proprietary Material is protected by the domestic and international laws of copyright, patents, and other proprietary rights and laws. Users may not copy, download, use, redesign, reconfigure, or retransmit anything from the Platform without the Company's express prior written consent and, if applicable, the holder of the rights to the User Content. Any use of such Proprietary Material, other than as permitted therein, is expressly prohibited without the prior permission of the Company and, if applicable, the holder of the rights to the User Content.
The Platform marks and trademarks of the Company are marks owned by Company. Any other trademarks, Platform marks, logos and/or trade names appearing via the Platform are the property of their respective owners. You may not copy or use any of these marks, logos or trade names without the express prior written consent of the owner.
12. Copyright Complaints and Copyright Agent
The Company respects the intellectual property of others, and expects Users to do the same. The Company responds to notices of alleged copyright infringement and terminate accounts of repeat infringers according to the process set out in the U.S. Digital Millennium Copyright Act.
If you believe that any material on our website infringes upon any copyright which you own or control, you may file a DMCA Notice of Alleged Infringement with the Company’s Designated Copyright Agent at OK Computer, LLC, PO Box 55, New York, NY 10013 or by email to [email protected]
13. Confidential Information
You acknowledge that Confidential Information (as hereinafter defined) is a valuable, special and unique asset of Company and agree that you will not disclose, transfer, use (or seek to induce others to disclose, transfer or use) any Confidential Information for any purpose other than disclosure to your authorized employees and agents who are bound to maintain the confidentiality of Confidential Information. You shall promptly notify the Company in writing of any circumstances which may constitute unauthorized disclosure, transfer, or use of Confidential Information. You shall use best efforts to protect Confidential Information from unauthorized disclosure, transfer or use. You shall return all originals and any copies of any and all materials containing Confidential Information to Company upon termination of this Agreement for any reason whatsoever. The term “Confidential Information” shall mean any and all of the Company’s trade secrets, confidential and proprietary information and all other information and data of the Company that is not generally known to the public or other third parties who could derive value, economic or otherwise, from its use or disclosure. Confidential Information shall be deemed to include technical data, know-how, research, product plans, products, Platforms, customers, markets, software, developments, inventions, processes, formulas, technology, designs, drawings, engineering, hardware configuration information, marketing, finances or other business information disclosed directly or indirectly in writing, orally or by drawings or observation.
14. Disclaimer of Warranties
USE OF THE PLATFORM IS ENTIRELY AT YOUR OWN RISK.
THE PLATFORM IS PROVIDED ON AN “AS IS” BASIS WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT. COMPANY MAKES NO WARRANTIES OR REPRESENTATIONS ABOUT THE ACCURACY OR COMPLETENESS OF THE CONTENT PROVIDED THROUGH THE PLATFORM OR THE CONTENT OF ANY WEBSITES LINKED TO THE PLATFORM AND ASSUMES NO LIABILITY OR RESPONSIBILITY FOR ANY (I) ERRORS, MISTAKES, OR INACCURACIES OF CONTENT, (II) PERSONAL INJURY OR PROPERTY DAMAGE, OF ANY NATURE WHATSOEVER, RESULTING FROM YOUR ACCESS TO AND USE OF THE PLATFORM, (III) ANY UNAUTHORIZED ACCESS TO OR USE OF OUR SECURE SERVERS AND/OR ANY AND ALL PERSONAL INFORMATION AND/OR FINANCIAL INFORMATION STORED THEREIN.
THE COMPANY DOES NOT WARRANT, ENDORSE, GUARANTEE OR ASSUME RESPONSIBILITY FOR ANY SERVICE ADVERTISED OR OFFERED BY A THIRD PARTY THROUGH THE PLATFORM OR ANY HYPERLINKED WEBWEBSITE OR FEATURED IN ANY BANNER OR OTHER ADVERTISING AND COMPANY WILL NOT BE A PARTY TO OR IN ANY WAY BE RESPONSIBLE FOR MONITORING ANY TRANSACTION BETWEEN YOU AND THIRD-PARTY PROVIDERS OF PRODUCTS OR PLATFORMS, OTHER THAN AS PROVIDED HEREIN.
WITHOUT LIMITING THE FOREGOING, NEITHER COMPANY NOR ITS AFFILIATES OR LICENSORS WARRANT THAT ACCESS TO THE PLATFORM WILL BE UNINTERRUPTED OR THAT THE PLATFORM WILL BE ERROR-FREE; NOR DO THEY MAKE ANY WARRANTY AS TO THE RESULTS THAT MAY BE OBTAINED FROM THE USE OF THE PLATFORM, OR AS TO THE TIMELINESS, ACCURACY, RELIABILITY, COMPLETENESS OR CONTENT OF ANY SERVICE OR PLATFORM, INFORMATION OR MATERIALS PROVIDED THROUGH OR IN CONNECTION WITH THE USE OF THE PLATFORM.
NEITHER THE COMPANY NOR ITS AFFILIATES OR LICENSORS IS RESPONSIBLE FOR THE CONDUCT, WHETHER ONLINE OR OFFLINE, OF ANY USER.
15. Limitation of Liability
YOU ACKNOWLEDGE AND AGREE THAT THE COMPANY IS ONLY WILLING TO PROVIDE THE PLATFORM IF YOU AGREE TO CERTAIN LIMITATIONS OF OUR LIABLITY TO YOU AND THIRD PARTIES. THEREFORE, YOU AGREE NOT TO HOLD THE COMPANY, ITS AFFILIATES, ITS LICENSORS, ITS PARTNERS IN PROMOTIONS, SWEEPSTAKES OR CONTESTS, OR ANY OF SUCH PARTIES’ AGENTS, EMPLOYEES, OFFICERS, DIRECTORS, CORPORATE PARTNERS, OR PARTICIPANTS LIABLE FOR ANY DAMAGE, SUITS, CLAIMS, AND/OR CONTROVERSIES (COLLECTIVELY, “LIABILITIES”) THAT HAVE ARISEN OR MAY ARISE, WHETHER KNOWN OR UNKNOWN, RELATING TO YOUR OR ANY OTHER PARTY’S USE OF OR INABILITY TO USE THE PLATFORM, INCLUDING WITHOUT LIMITATION ANY LIABILITIES ARISING IN CONNECTION WITH THE CONDUCT, ACT OR OMISSION OF ANY USER (INCLUDING WITHOUT LIMITATION STALKING, HARASSMENT THAT IS SEXUAL OR OTHERWISE, ACTS OF PHYSICAL VIOLENCE, AND DESTRUCTION OF PERSONAL PROPERTY), ANY DISPUTE WITH ANY USER, ANY INSTRUCTION, ADVICE, ACT, OR PLATFORM PROVIDED BY COMPANY OR ITS AFFILIATES OR LICENSORS AND ANY DESTRUCTION OF YOUR INFORMATION. UNDER NO CIRCUMSTANCES WILL THE COMPANY, ITS AFFILIATES, ITS LICENSORS, OR ANY OF SUCH PARTIES’ AGENTS, EMPLOYEES, OFFICERS, DIRECTORS, CORPORATE PARTNERS, OR PARTICIPANTS BE LIABLE FOR ANY DIRECT, INDIRECT, INCIDENTAL, CONSEQUENTIAL, SPECIAL OR EXEMPLARY DAMAGES ARISING IN CONNECTION WITH YOUR USE OF OR INABILITY TO USE THE PLATFORM, EVEN IF ADVISED OF THE POSSIBILITY OF THE SAME. SOME STATES DO NOT ALLOW THE EXCLUSION OR LIMITATION OF INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THE ABOVE LIMITATIONS MAY NOT APPLY TO YOU.
THE COMPANY’S AGGREGATE LIABILITY FOR ALL CLAIMS RELATING TO THE SERVICES SHALL IN NO EVENT EXCEED THE GREATER OF $1,000 OR THE AMOUNT PAID BY YOU TO COMPANY IN THE TWELVE (12) MONTHS PRECEEDING THE EVENT GIVING RISE TO LIABILITY.
You hereby agree to indemnify, defend, and hold harmless the Company, its directors, officers, employees, agents, licensors, attorneys, independent contractors, providers, subsidiaries, and affiliates from and against any and all claim, loss, expense or demand of liability, including attorneys' fees and costs incurred, in connection with (i) your use or inability to use the Platform, or (ii) any content submitted by you or using your account to the Platform, including, but not limited to the extent such content may infringe on the intellectual rights of a third party or otherwise be illegal or unlawful. The Company reserves the right, at its own expense, to assume the exclusive defense and control of any matter otherwise subject to your indemnification. You will not, in any event, settle any claim or matter without the written consent of the Company.
17. Dispute Resolution; Arbitration
If you and the Company are unable to resolve a dispute (a “Dispute”) through informal negotiations, all claims arising from use of the Platform (except those Disputes expressly excluded below) finally and exclusively resolved by binding arbitration. Any election to arbitrate by one party will be final and binding on the other. YOU UNDERSTAND THAT IF EITHER PARTY ELECTS TO ARBITRATE, NEITHER PARTY WILL HAVE THE RIGHT TO SUE IN COURT OR HAVE A JURY TRIAL. The arbitration will be commenced and conducted under the Commercial Arbitration Rules (the “AAA Rules”) of the American Arbitration Association (“AAA”). Your arbitration fees and your share of arbitrator compensation will be governed by the AAA Rules. The arbitration may be conducted in person, through the submission of documents, by phone or online. The arbitrator will make a decision in writing. The arbitrator must follow applicable law, and any award may be challenged if the arbitrator fails to do so. Except as otherwise provided in this Agreement, you and Company may litigate in court to compel arbitration, stay proceeding pending arbitration, or to confirm, modify, vacate or enter judgment on the award entered by the arbitrator.
Each party retains the right to seek injunctive or other equitable relief on an individual basis in a federal or state court in New York County, New York with respect to any dispute related to the actual or threatened infringement, misappropriation or violation of a party’s intellectual property or proprietary rights.
Arbitration will take place in New York County, New York. You and the Company agree that for any Dispute not subject to arbitration (other than claims proceeding in any small claims court), or where no election to arbitrate has been made, the New York state and Federal courts located in New York County, New York have exclusive jurisdiction and you and the Company agree to submit to the personal jurisdiction of such courts.
18. Governing Law
This Agreement will be is governed by, and will be construed under, the laws of the State of New York, without regard its principles of conflicts of laws.
19. No Agency
No agency, partnership, joint venture, employer-employee or franchiser-franchisee relationship is intended or created by this Agreement.
20. General Provisions
The Company’s failure to enforce a provision is not a waiver of its right to do so later. If a provision is found unenforceable, the remaining provisions of this Agreement will remain in full effect and an enforceable term will be substituted reflecting the parties intent as closely as possible. Users may not assign any of their rights under this Agreement, and any such attempt will be void. The Company may assign its rights to any of its affiliates or subsidiaries, or to any successor in interest of any business associated with the Platform.
21. Changes to this Agreement and the Platform