Unilancr: Terms of Use for Students

1. Introduction

  1. 1.1  The Unilancr platform (the Site) is owned and operated by Unilancr

    Ltd of Kemp House, 152-160 City Road, London EC1V 2NX (we, us).

  2. 1.2  By registering on the Site as a Student, you agree to be bound by these terms of use (the Terms). The Terms affect your legal rights and obligations so please read them carefully. If you do not agree to be bound by the Terms, do not use the Site. If you have any questions, you can contact us by email at notifications@unilancr.com. Please note that there are separate terms of use for Clients here.

  3. 1.3  We reserve the right to update the Terms from time to time at our discretion. We may do so for technical or legal reasons, or because the needs of our business have changed. You agree that if you do not accept any amendment to our Terms then you shall immediately stop accessing and/or using the Site. If we reasonably believe that the change to the Terms is significant, we shall notify all registered users by email with details of the change and the effective date of the

change. Otherwise, updated Terms will be effective as soon as they are accessible. You are responsible for regularly reviewing the Terms so that you are aware of any changes to them.

1.4 The Site is an online marketplace where Clients can engage Students to provide Services. We do not provide services directly, nor do we act as principal in any transaction, nor as agent for either party except to facilitate payments. We are an intermediary platform, and we are not bound by any contract that may arise at any time between a Client and a Student. We do not act as an employment agency and/or an employment business in respect of the Site.

1.4 Your privacy is important to us. You should read our Privacy Policy to understand how we collect, use and share information about you and our Cookie Policy to understand what cookies we use on the Site and how you can control cookies.

2. Definitions & Interpretation

2.1 Words defined in Condition 1 shall have the same meaning when used throughout the Terms. In addition, the following words have the following meanings:

Client: a business or other entity that registers on the Site in order to find a Student to provide Services;

Commission: the sum due from a Client to us;

Data Protection Legislation: any laws and regulations of the United Kingdom relating to the processing of Personal Data including the Data Protection Act 2018 and to the extent it remains applicable the General Data Protection Regulation 2016/679;

Fee: the fee due from the Client in consideration of the Services together with all applicable VAT;

IP Rights: any patent, trade mark, registered design or any application for registration of the same, or the right to apply for registration of the same, any copyright or related rights, database right, design rights, rights in trade, business or domain names, rights in trade dress, rights in inventions, rights in confidential information or know-how or any similar of equivalent rights in any part of the world;

Personal Data shall have the meaning given to it in the Data Protection Legislation;

Project: a description of the Services required to be provided by a Client;

Review: any review, comment or other feedback provided to us; Services: the services to be provided by a Student;

Service Contract: the relationship between the Student and the Client in respect of the provision of the Services;

Student, you: an individual who registers on the Site seeking to provide Services; and

Student Profile: the profile with information about a Student uploaded to the Site by a Student;

Working Day: any day other than a Saturday, Sunday or public holiday in England.

  1. 2.2  Words in the singular include the plural and in the plural include the singular.

  2. 2.3  Headings shall not affect the interpretation of the Terms.

  3. 2.4  References to Conditions are references to the conditions of the Terms.

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  1. 2.5  Unless a right or remedy of a party is expressed to be an exclusive right or remedy, the exercise of it by a party is without prejudice to that party's other rights and remedies.

  2. 2.6  Any phrase introduced by the words including or includes shall be construed as illustrative and shall not limit the generality of the related words.

3. Registration and Use of the Site

  1. 3.1  If you wish to register as a Student on the Site, you must be at least 18 years old. and legally capable of entering into a contract. Your registration is valid only while you are a Student at an educational establishment in the United Kingdom and for 2 years after completion of your studies.

  2. 3.2  All details that you provide on registration must be true, accurate and complete, including details of the educational establishment where you study, or have studied. You agree to update your account to reflect any changes to those details, or to notify us accordingly and we can make the changes, including with details of when your studies end. At our request, you shall provide evidence of your compliance with this Condition 3.1. You also agree to provide any further information we may require from you from time to time, including information relating to your identity. We may also check the information you provide, by accessing social media accounts or otherwise. We may not accept your registration until we have verified this information and we shall notify you accordingly.

  3. 3.3  When you register on the Site you will create a user identification and password. You are responsible for keeping your password confidential. You are responsible for any activity under your account. Please take precautions to protect your password and contact us immediately by email to notifications@unilancr.com if you believe there has been any unauthorised use of your account. Please ensure that your username is appropriate and in particular you should not select a username that is intended to impersonate another person, that uses the name of a well-known brand or company and/or that may be offensive. If you do so, we will contact you and your registration will be suspended until you change your username to comply with this Condition 3.3. You may not transfer your account to anyone else. We may deny access to a password if we reasonably believe that it is being used by an unauthorised person or that the user is in breach of the Terms.

  4. 3.4  You may not have more than one account on the Site.

  5. 3.5  When you use the Site you must comply with all applicable laws and

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you agree not to:

  1. (a)  try to gain unauthorised access to the Site or any networks, servers or computer systems connected to the Site;

  2. (b)  harvest or otherwise collect non-public information about another user obtained through the Site (including email addresses), without the prior written consent of the holder of the appropriate rights to such information;

  3. (c)  add another user, including any Student, to your email or physical mailing list without their consent after adequate disclosure, or use their email address or contact details for antisocial, disruptive, or destructive purposes;

  4. (d)  transmit spam, chain letters or other unsolicited emails;

  5. (e)  access the Site with the intention of using any information, content or other know-how to set up a competitive platform; and/or

  6. (f)  reproduce, redistribute, sell, create derivative works from, decompile, reverse engineer, or disassemble all or part of the Site save to the extent expressly permitted by law not capable of lawful exclusion.

4. Student Profile

4.1 You may upload a Student Profile and you agree that the Student Profile will include as a minimum all of the information that you are prompted to submit. You warrant and represent that all content included in your Student Profile shall be accurate and up-to-date and shall accurately describe your qualifications and experience. The content in your Student Profile shall not:

  1. (a)  breach the provisions of any law, statute or regulation;

  2. (b)  infringe the copyright, database rights, trade mark rights or other IP Rights of any third party;

  3. (c)  be made in breach of any legal duty owed to any third party, such as a contractual duty or a duty of confidence;

  4. (d)  be deliberately or knowingly false, inaccurate or misleading;

  5. (e)  include any content which promotes fraudulent or illegal activities; promotes violence or hatred; is discriminatory of any group of people; is offensive, hateful or inflammatory;

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(f) include any content or links to third party advertising; and/or

(g) give rise to any cause of action against us.

4.2 We do not routinely monitor or review any content within a Student Profile. However, we may remove any content at any time and without notice to you if we reasonably believe that such content infringes any of the provisions of Condition 4.1.

  1. 4.4  If you no longer wish for your Student Profile to be available on the Site, please let us know or remove it from your account. Do please note that Clients who have already accessed your Student Profile will not know that you are no longer interested in receiving information about job opportunities so you will need to inform them of this as and when they contact you.

  2. 4.5  You should remove your Student Profile from the Site if you are no longer seeking the opportunity to provide Services or if more than 2 years have passed since you last studied at an educational establishment.

  3. 4.6  Your communications with Clients must be written and posted in a fair, honest and professional manner in the context of the relationship.

5. Your relationship with Clients

  1. 5.1  Within your account you can indicate if you are interested in a Project. If you do so, then the Client can view your Student Profile and use your Personal Data to contact you directly and/or contact you through the Site to discuss the Services and the Project.

  2. 5.2  We ask that the Client complies with the Data Protection Legislation in respect of your Personal Data. However, we cannot promise that they will do so. If you have any concerns about how a Client is using your Personal Data, please contact the Client.

  3. 5.3  If you agree to provide Services to a Client, the terms of the Service Contract shall apply and accordingly you warrant and represent to us that you will comply with the provisions of the Service Contract. For the avoidance of doubt however, you may not enter into any Service Contract where the terms are inconsistent with the Terms, in particular the payment provisions. The Service Contract may be a written agreement, or set out in an exchange of emails. However, we strongly advise Clients to put in place a written Service Contract with a Student, in particular if the Student may be processing personal data for the Client, receiving confidential information from the client and/or creating deliverables for the Client.

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5.4 We are not a party to the Service Contract. Therefore, all issues, concerns and/or enquiries relating to the Services must be raised with the Client.

6. Reviews

6.1. Students and Clients may leave a Review for each other following completion of the Services.

  1. 6.2  You warrant and represent that your Reviews shall:

    1. (a)  be fair, genuine and honest, and properly represent your experience;

    2. (b)  not contain any content that is threatening, offensive, spiteful, obscene or defamatory or otherwise unlawful; and/or

    3. (c)  not be construed as an advertisement for your or any third party’s products, services or business.

  2. 6.3  We do not routinely monitor any Review, but we may edit, remove or not post any Review at our sole discretion.

  3. 6.4  You agree that you must not offer or receive any incentive to write a Review.

  1. 6.4  You grant to us a licence to edit and use your Review on the Site within marketing and publicity materials for our business and to improve the functioning of the Site and monitor the activities of Site visitors.

  2. 6.5  A Review is not an endorsement or recommendation by us of a Client and you rely on the content of a Review at your sole discretion.

7. Disclaimer – Your attention is particularly drawn to this Condition

  1. 7.1  You acknowledge and agree that the Site is provided for information purposes only and to facilitate payment. We do not act as an employment agency and/or an employment business. This means that we do not have the obligations of an employment agency and/or an employment business under the applicable laws, including any obligation to confirm that you are suitable for any particular project or Client.

  2. 7.2  We do not warrant or represent that the Site will include any Project that may interest you.

  3. 7.3  We do not warrant or represent that we:

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  1. (a)  obtain confirmation of the identity of a Client through the Site (although our payment providers may do so);

  2. (b)  confirm the suitability of a particular Project for you; and/or

  3. (c)  take any steps to ensure you are aware of any requirement imposed by law or otherwise which must be satisfied to permit you to fulfil the Services.

4. We are not responsible in any way whatsoever for any act or omission of a Client including the obligation to pay any sums due.

7.5 Subject to Condition 7.8, we shall in no circumstances be liable to you in contract, tort (including negligence) or otherwise for any:

  1. (a)  loss of profit, anticipated profits or business;

  2. (b)  loss of data and content;

  3. (c)  loss of opportunity;

  4. (d)  loss of revenue or wasted expenditure;

  5. (e)  loss of goodwill or reputation; and/or

  6. (f)  consequential, special or incidental loss or damage (whether or not advised of the possibility of the same).

The provisions of this Condition 7.5 are severable.

  1. We shall only be liable to you for direct losses that arise a s a result of our breach of the Terms or for negligence.

  2. Subject to Condition 7.8, our maximum liability to you whether in contract, tort or otherwise shall in no circumstances exceed the Commission that we received for the Services that are the subject of the claim, or where the liability does not relate to any particular Services, our liability shall in no circumstances exceed £100.

7.8 Nothing in the Terms shall be construed as excluding or limiting our liability for death or personal injury caused by our negligence, for fraud or fraudulent misrepresentation or for any other liability that cannot be excluded by English law.

8. Indemnity
You shall defend and indemnify us and keep us indemnified and held

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8.1 8.2

9.

9.1 9.2

harmless from and against any costs, losses, damages, expenses and liabilities that we may suffer or incur arising as a result of any third party claim or allegation:

in relation to the content of your Student Profile; and

from a Client or any third party relating to your acts or omissions. This indemnity will survive termination of your account on the Site. Fees
No Fees are due from Students to register on the Site

All payments for Services must be made in accordance with this Condition 9, and in particular, please note that:

  1. (a)  you need a Stripe account (a Stripe Account) to make payments and you agree that Stripe has the right not to accept you as a Stripe customer. We are not responsibility for this process or any other act or omission of Stripe;

  2. (b)  all payments on the Site will be processed by Stripe;

  3. (c)  payments are subject to the limitations and requirements

    listed at https://stripe.com/en-gr/connect;

  4. (d)  payments are made by the Client from its Stripe Account to an

    escrow account operated by Stripe;

  5. (e)  payments are made in advance of the provision of the Services for each milestone within the Services; and

  6. (f)  when the Client accepts the Service provided by you, the Fee is paid to you. We retain the Commission from the Client.

As set out above, payment processing services for users on the Site are provided by Stripe and are subject to the Stripe Connected Account Agreement which includes the Stripe Terms of Service (collectively the Stripe Services Agreement). By agreeing to the Terms, or continuing to operate as a Student on the Site, you agree to be bound by the Stripe Services Agreement as the same may be amended from time to time. As a condition of us enabling payment processing services through Stripe, you agree to provide to us accurate and complete information about you and your business and you authorise us to share it and transaction information related to your use of the payment processing services provided by Stripe.

9.3

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  1. You acknowledge that we are not a bank or other licensed financial institution and do not provide banking services or any financial services to you.

  2. The Client shall pay the Fee and our Commission into its Stripe Account in accordance with the terms of the Service Contract. Within 2 Working Days of acceptance by the Client of the Services or the milestone within the Services, in accordance with the Service Contract, the Client shall release from the Stripe account the Fee to you and the Commission to us.

  1. 9.6  You must not request any sums from the Client directly or suggest that the Client pays any sums to you directly.

  2. 9.7  If the Client does not transfer the Fee by the due date, then you shall be entitled to cease further provision of the Services and take such action as required to recover the debt.

  3. 9.8  We will refund the Fee from the Stripe account to a Client if:

    (a) we are required by law or consider that we are required by law to do so;

    (b) we determine that a refund to the Client will avoid any dispute or an increase in our costs;

    (c) we consider, at our sole opinion, that it is likely that the refund is necessary to avoid a credit card chargeback.

9. All payments made by you shall be in pounds sterling.

10. You are responsible to account to the relevant authorities for all Fees received under these Terms and all tax and national insurance due. In addition, you agree that you may only charge VAT if you are registered with HMRC to do so.

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10. Circumvention

10.1 You agree that all Fees paid for Services provided by you to a Client at any time shall be paid to us, and we shall then pay such sums as are due to you under Condition 9. This means that if following completion of a Project, you agree to provide further Services to a Client, you shall notify us accordingly, in order that we can collect the Fee.

  1. 10.2  In order to ensure that you have complied with Condition 10.1, we shall on reasonable notice to you be entitled to audit all payment records relating to a Client that has been introduced to you through the Site to ensure full and accurate disclosure and payment of all Fees due.

  2. 10.3  Any breach of this Condition 10 shall constitute a material breach of the Terms, and we shall be entitled to suspend or terminate your account and claim appropriate damages in respect of any loss suffered as a result.

11. Site Availability

11.1 We try to maintain and make the Site available at all times. However, there may be occasions when access may be interrupted, including for scheduled maintenance or upgrades, for emergency repairs, or due to failure of telecommunications links and/or equipment. We shall try to schedule maintenance and upgrades outside of normal working hours. However, you agree that we have

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no liability to you for such interruptions.

11.2 We are not liable if you are unable to access the Site for any reason within your control, including your failure to use appropriate equipment or your insufficient bandwidth.

12. Termination or Suspension
12.1 We may suspend or terminate your account at any time and without

liability to you for any or no reason, including if:

  1. (a)  any information that you provide to us is not true or we cannot verify or authenticate any such information;

  2. (b)  you are in breach of any of the Conditions of the Terms; and/

or

(c) we receive complaints or disputes are raised in relation to your activities on the Site or otherwise.

  1. 12.2  Following termination by us of your account you must cease to use the Site and you must not re-register on the Site under any other name. Nothing in this Condition shall affect your obligations under Condition 9.

  2. 12.3  You may contact us at any time at the email address set out above to terminate your account or you can do so within your dashboard on the Site.

13. Intellectual Property Rights

13.1 The copyright in all content on the Site is owned by or licensed to us. All rights are reserved. You can view, print or download extracts of the Site for your own use in order to look for Projects and otherwise exercise your rights under the Terms, but for no other purposes. You cannot otherwise copy, edit, vary, reproduce, publish, display, distribute, store, transmit, commercially exploit, disseminate in any form whatsoever or use the content of the Site without our permission.

14. Linking

14.1 You may link to our home page, provided you do so in a way that is fair and legal and does not damage our reputation or take advantage of it, but you must not establish a link in such a way as to suggest any form of association, approval or endorsement on our part. You must not establish a link from any website that is not owned by you. The Site must not be framed on any other site, nor may you create a link to any part of our Site other than the home page. We reserve the right to withdraw linking permission without notice. The website from which

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you are linking must comply in all respects with the content standards set out in the Terms.

14.2 The Site may contain links to other sites and resources provided by third parties, these links are provided for your information only. We have no control over the contents of those sites or resources, and accept no responsibility for them or for any loss or damage that may arise from your use of them.

15. General

  1. 15.1  We are committed to ensuring that there is no modern slavery or

    human trafficking in our supply chains, or in any part of our business.

  2. 15.2  No joint venture, partnership, employment or agency relationship exists between you and us as a result of your use of the Site.

  3. 15.3  The Terms (as amended from time to time) constitute the entire agreement relating to your use of the Site. As noted above, there are separate terms of use for Clients.

  4. 15.4  If any provision of the Terms is held by a court of competent jurisdiction to be invalid or unenforceable, then such provision shall be construed, as nearly as possible, to reflect the intentions of the parties and all other provisions shall remain in full force and effect.

  5. 15.5  Our failure to exercise or enforce any right or provision of the Terms shall not constitute a waiver of such right or provision.

  6. 15.6  You may not assign, delegate or otherwise transfer your account or your obligations under the Terms without our prior written consent. We may assign or otherwise transfer our rights and obligations in terms of the Terms to third parties.

  7. 15.7  Any notice to you via email, regular mail or notices or links on our Site shall constitute acceptable notice to you under the Terms.

16.8 The Terms shall be governed by and construed in accordance with English law and you agree to submit to the exclusive jurisdiction of the English Courts.

 

Last updated: 30 October 2020