These Terms of Business (Terms ) contain the terms upon which you may use our online marketplace for services accessible via our Website (www.skills-hive.com ) (Marketplace) in order to request services from or provide services to other users of the Marketplace.
The terms "we", "us", "our" and "ours" when used in these Terms of Business (Terms) mean Skills Hive.com, a trading name of Skills Hive Limited, a company incorporated in England, registered company number 07496104 (Skills Hive) whose registered address is Suite 250, 162-168 Regent Street, LONDON W1B 5TD, United Kingdom, which includes subsidiaries, divisions, branches, affiliates or companies under common ownership or control of Skills Hive.
The terms “Workers”, “Hirers”, "Hirer(s)", "Freelance Worker(s)" "user(s)" "you", "your" and "yours" when used in these Terms mean any user of the Marketplace seeking to receive or provide Services.
2. Your use of the Marketplace
2.1 Purpose of Skills Hive marketplace: The Marketplace is a venue where services in relation to the completion of Tasks or the performance of Tasks (Services) may be bought and sold. The Marketplace allows companies and/or individuals who require Services (Hirers) to contact potential service providers (Workers) with their requirements (Tasks).
Likewise, the Marketplace allows companies and/or individuals who have specific Skills (Workers) to promote their Services (Skills) by using the tools within the site to create and manage dynamic online profiles.
For the purpose of this agreement 'The Works' shall be taken to mean any tangible or intangible results or deliverables that Freelance Workers agree to create for, or actually deliver to, Hirers as a result of performing the Service on a particular Task , including, but not limited to, configurations, computer programmes or other information, or customised hardware, and any other IP development in connection herewith.
We will provide and maintain the Marketplace in order to introduce Hirers and Freelance Workers. You expressly agree that we are not party to any contract actually entered into between any Hirer and Freelance Worker for the provision of Services (a Service Contract).
2.2 Proposing Tasks When a Hirer submits a request for Services in the Marketplace, the Hirer shall specify a closing time and date (Closing Date) by which time all Responses and Proposed Solutions must have been submitted by Freelance Workers so that the Hirer can agree the Defined Task, select a preferred Worker and allocate the Task.
2.3 Different Types of Tasks: When proposing a Task in the Skills Hive the Hirer will choose from one of the following types Fixed price Tasks: the Hirer requires a service to be delivered for an agreed fixed price. The price can be amended only by mutual consent of both parties. Hourly Tasks: the Hirer requires an on-going service for set amount of hours per week for the duration of a contract at an agreed hourly rate. Commission-based Tasks: the Hirer requires a service (e.g. sales) whereby the remuneration will be wholly or partly results oriented. Termination for all types of Tasks will be as defined in Section 3
2.4 Defining Task requirements: The Hirer is responsible for managing, inspecting, accepting and paying for agreed Services delivered by the Freelance Worker. For the efficient use of the Marketplace and the easy and fair resolution of possible Disputes the Hirer will be required to define clearly results or deliverables, in accordance with the Task Templates and Guidelines on the Site before allocating a Task.
2.5 Removal of Tasks from the Site: Skills Hive will at its sole discretion disapprove or remove Tasks that have not been proposed in accordance with the Guidelines on the Site
2.6 No obligation to appoint a Worker or enter into a Service Contract: The Hirer is not obliged to appoint a Worker and doing so is at the Hirer's sole discretion. Skills Hive will automatically be notified of the selection via the Marketplace. The Hirer cannot select multiple Workers per Proposed Task. Where the Hirer acting reasonably and in good faith at all times is unable to select a suitable Worker the Hirer shall not be under any obligation to enter into a Service Contract. Likewise any Freelance Worker approached by a Hirer and allocated a Task, is under no obligation to accept that Task until such time that a formal contract has been agreed between Hirer and Worker.
2.7 Allocating and Accepting Tasks: On allocation and acceptance of a Task the Hirer and Freelance Worker shall enter into a Service Contract directly between themselves using the Skills Hive messaging system to communicate and agree terms.
3. Skills Hive Fees
3.1 Membership Fees: Freelance Workers and Hirers agree to pay an annual membership fee to be part of the Skills Hive community, activating their account so that they may issue or receive tasks in the Skills Hive marketplace on the site. The fees are subject to change by Skills Hive, any change to fees will only take place after a 30 day notice period.
3.2 Task Management Tool Fees: Tools have been created and integrated within the site to make it easy for Hirers to manage a task through to completion. There is a monthly fee for accessing these tools payable on assigning a Task to a Worker. Once the monthly Task Management Tool Fee has been paid the tools can be used for one month regardless of the number of Tasks Assigned and Workers Hired.
3.3 Share in Success: When a Hirer pays a Freelance Worker Freelance Worker through the Site, Skills Hive deducts a 'Share in Success Fee' that Skills Hive earns for creating, hosting, maintaining, and providing the Site, and for all basic Site Services delivered by Skills Hive that are accessible through the Site. The Share in Success Fee is set at a flat rate of 10% but may be subject to change as summarised on the site here http://www.Skills Hive.com/fee_structures.
3.4 Other Fees: Skills Hive may choose to offer additional features such as featured Worker Profile and other options for additional fees. Such service developments and fees will be detailed on the Site under the Help and Fee Structures Section.
3.5 Promotional Activity: Skills Hive may affect pricing from time to time with the use of offers and promotions affecting some or all fees. This activity can include, but is not limited to, trial periods, reduced rates, affiliate schemes and collaborations for mutual benefit.
4. Term, Termination and Suspension
4.1 Term: These Terms shall become effective as your contractual agreement upon your acceptance or your use of the Site, and shall continue until your Account is terminated by Skills Hive or you as provided for under the terms of this Section.
4.2 Termination of the Service Contract: termination of the Service contract between Hirer and Freelance Worker will be subject to the terms set out and agreed by the two parties in accordance with Section 2.7
4.3 Suspension: Without limiting Skills Hive's other remedies, we may issue a warning, or temporarily suspend, indefinitely suspend or terminate your Account or a Task, and refuse to provide any or all Site Services to you if: (a) you breach the letter or spirit of any terms and conditions of these Terms or policies and procedures we publish on our Site from time to time (b) we suspect or become aware that you have provided false or misleading information to us; or (c) we believe in our sole discretion that your actions may cause legal liability for you, our Users or for Skills Hive or are contrary to the interests of the Site or the Skills Hive user community. Once indefinitely suspended or terminated, you must not continue to use the Site under the same Account, a different Account, or re-register under a new Account.
4.4: Violations: Notwithstanding the above, violations of these Terms may be prosecuted to the fullest extent of the law and may result in additional penalties and sanctions. Without limiting Skills Hive's other remedies, to the extent you engage in actions or activities which circumvent the Skills Hive Site or otherwise reduce fees owed to Skills Hive under these Terms, you must pay Skills Hive for all fees owed to Skills Hive and reimburse Skills Hive for all losses and costs (including any and all Skills Hive employee time) and reasonable expenses (including legal fees) related to investigating such breach and collecting such fees.
4.5: Termination: Skills Hive reserves the right to terminate any User access, Account, or Task for any reason or no reason, at its sole discretion and to refuse to provide registration and membership to you in the future. We will notify you if we cancel your membership, unless in our judgement giving notice would cause a risk of further violation or damages. However, we will notify you that your Account will be cancelled if the law requires such notification. When your Account is terminated for any reason, you may no longer have access to data, messages, files and other material you keep on the Site.
5. Confidential Information
5.1 Confidentiality. To the extent a Hirer provides Confidential Information to a Freelance Worker or to Skills Hive, the Freelance Worker or Skills Hive (as the case may be) shall protect the secrecy of the Confidential Information with the same degree of care as it uses to protect its own confidential information, but in no event with less than due care, and shall not:
disclose Confidential Information to anyone except, in the case of Skills Hive, to any Freelance Worker engaged by Hirer for the Task; and
use the Confidential Information, except as necessary for the performance of Services for the relevant Task (including, without limitation, the storage or transmission of Confidential Information on or through Skills Hive Site by Freelance Worker).
5.2 Return. If and when Confidential Information is no longer needed for the performance of Services for the relevant Task, or at the Hirer's written request (which may be made at any time at Hirer's sole discretion), Freelance Worker or Skills Hive (as the case may be) shall promptly destroy or return to Hirer all Confidential Information and any copies thereof contained in or on its premises or systems or otherwise under its control. Freelance Worker and Skills Hive agree to provide written certification to Hirer of compliance with this Section 5.2 within ten (10) days after the receipt of Hirer's written request to certify.
5.3 Publications. Without limiting Section 8.1 (Confidentiality), neither Freelance Worker nor Skills Hive shall publish, or cause to be published, any Confidential Information or The Works without prior written consent (e.g. for the production of case studies).
6. Warranty Disclaimer
6.1 We make no warranty in respect of the Marketplace or the Information whatsoever except as expressly contained in this section of these Terms. We will use all reasonable skill and care (in accordance with industry standards of good practice for comparable industries) to:
verify the identities of Hirers and Freelance Worker
investigate any alleged breach of these Terms and take appropriate action at our sole discretion
process all Personal Data, as defined in the Data Protection Act 1998 (DPA) we collect in accordance with our obligations under the DPA
6.2 We (and our parent, subsidiaries, affiliates, officers, directors, agents and employees) do not guarantee continuous, uninterrupted or secure access to the Marketplace, and you acknowledge and agree that operation of the Marketplace may be interfered with by numerous factors outside of our control. The Marketplace is provided "as is" and as and when available, and to the extent permissible by law except as expressly stated otherwise in these Terms we exclude all implied warranties, conditions or other terms, whether implied by statute or otherwise, including without limitation any terms as to skill and care or timeliness of performance.
6.3 We do not control any Information provided by other users that is made available in the Marketplace. You may find the Information to be harmful, inaccurate or deceptive. Your use of the Information and the Marketplace is at your sole risk.
6.4 Freelance Worker Warranties Where you use the Marketplace as a Freelance Worker you expressly make the following warranties:
You have all necessary professional indemnity, employer's liability insurance and all other required insurances to the full extent required for the Services you provide;
You are in good standing, and are not in violation of any applicable laws, rules or regulations;
You have made and will make all required legal and tax filings, including VAT, PAYE and any other relevant requirements. If relevant, you shall file all necessary legal documentation relating to your self-employment required by any governmental body, and pay, in a timely manner, all applicable taxes including without limitation PAYE and National Insurance.
7. Limitation of Liability
7.1 Skills Hive Exclusion of Liability Nothing in these Terms shall limit or exclude our liability for fraudulent misrepresentation, or for death or personal injury resulting from our negligence or the negligence of our, agents or employees. Subject to the foregoing, we (including our parent, subsidiaries, affiliates, officers, directors, agents and employees) will not be liable for any economic losses (including, without limitation, loss of revenues, profits, contracts, business or anticipated savings), any loss of goodwill or reputation, or any special, indirect or consequential damages arising out of or in connection with your use of the Marketplace, the Information or these Terms.
7.2 We (including our parent, subsidiaries, affiliates, officers, directors, agents and employees) also have no liability of any sort (including liability for negligence) for the acts or omissions of other Freelance Workers or telecommunications services or for faults in or failures of their networks and equipment.
7.3: Skills Hive Limitation of Liability: In the event that we are found liable by a court of competent jurisdiction, our liability to you or any third party, and the liability of our parent, subsidiaries, affiliates, officers, directors, agents and employees, in any circumstance is limited to the greater of (a) the total fees you have paid to us in the one month period prior to the action giving rise to the liability, and (b) £100.
You expressly agree to indemnify and hold us and (as applicable) our parent, subsidiaries, affiliates, officers, directors, agents, and employees, harmless from any claim, demand or loss, including all legal fees, made by any third party arising out of
your breach of these Terms or use of the Marketplace or Information;
any failure to pay or underpayment in respect of any applicable taxes including without limitation PAYE and National Insurance.
This indemnity shall not apply where such claim, demand or loss arises solely due to (a) our negligence or (b) our breach of these Terms.
Without limiting other remedies, we may immediately remove you, warn other users of your actions, issue a warning, temporarily suspend, indefinitely suspend or terminate your access to the Marketplace if:
you breach these Terms or any terms incorporated by reference to these Terms;
we are unable to verify or authenticate any information you provide to us; or
we believe, at our sole discretion, that your actions may cause any loss or liability for you, our Users or us.
10. Data Protection
10.1 The Information may include personal data. You acknowledge and expressly agree that for the purposes of the Data Protection Act 1998, in respect of the Information we are a data controller.
10.2 You expressly agree to the following:
You must use the personal data contained in the Information which you have access to or which comes into your possession or control for requesting, offering or performance of the Services pursuant to a Task proposed by a Hirer via the Marketplace (or otherwise from us) and in accordance with any other instructions given by us.
You will comply with good IT and data security practices and will ensure that all technical and organisational measures are enforced to provide security of the personal data contained in the Information. We may visit your premises where personal data may be kept or processed, on reasonable notice and at a reasonable agreed time between the hours of 9.00a.m. and 5.30p.m. to satisfy ourselves that your procedures adequately comply with such practices.
You should only keep personal data contained in the Information at one address which should be the address notified to us at the date of your appointment or as otherwise agreed in writing with us from time to time.
You will on request assist us in complying with any "subject access requests" received from Hirers and supply us with, where applicable, details of your own notification or registration of your data processing activities under the law or evidence that you are exempt from such notification or registration.
You must not use for your own advantage or for the advantage or any third party, or disclose to any third party, any personal data contained in the Information which comes into your possession unless this is necessary for the purpose for which you have been provided the same. You are not restricted from disclosing to a Court or other body having similar authority, or pursuant to Government or other regulations (if any) any personal data which you are compelled to disclose to such body unless professional privilege allows you not to disclose such personal data.
You acknowledge and agree that we may be required to disclose your personal data to applicable legal and regulatory authorities (including without limitation HMRC).
You expressly agree that in the event of any dispute between you and another user, in the first instance you will attempt to resolve the dispute directly with the user acting in good faith at all times. In the event that you are unable to resolve the dispute you agree to follow the Dispute Resolution Process. You further acknowledge that Skills Hive will not be a party to any such dispute. Skills Hive will attempt to take the actions set forth in the Dispute Resolution Policy, but Skills Hive will not be obligated to take any other action or refrain from taking any other action toward resolving any such dispute.
12.1 Assignment: You agree that these Terms and all incorporated agreements may be automatically assigned by us, in our sole discretion, to a third party in the event of a merger or acquisition or similar corporate transaction. You may not assign, license or sub-contract any of your rights or obligations under this User Agreement.
12.2 Your Skills Hive account (including feedback) and User ID may not be transferred or sold to another party without our prior written consent. If you are registering as a business entity, you represent that you have the authority to bind the entity to these Terms.
12.3 Law & Jurisdiction: These Terms shall be governed by and construed in accordance with the laws of England and you hereby submit to the exclusive jurisdiction of the English courts.