Standard Writer / Buyer Agreement
This document is a legal agreement between you, the Writer (as defined below)
and ArticleBid.com. These Writer’s Terms and Conditions (“Agreement”) sets forth
the provisions under which the Writer may register and use the web-site for the
purpose of responding to solicitations for the acquisition of articles, books,
and other writing services.
DEFINITIONS
Site (s): ArticleBid.com: (if applicable) is the parent company and owner of
the site also hereinafter referred to ArticleBid.com.
Bid Requests: Users of the site desiring to purchase customer writing
services via a reverse auction make bid requests on the site to solicit bids
from writers.
Bids: Anyone that places a bid on a project in an attempt to gain
employment.
Buyer: Individual (s) or a Company instigating a project in an effort to
gain bids for same.
Writer: Individual (s) or a Company providing a service.
1. TERM
The initial term of this Agreement shall be a period of one (1) year
from the Effective Date. Thereafter, the Agreement shall automatically
renew for subsequent one (1) year terms. At any time, either party may
terminate this agreement, with or without cause, upon thirty (30) days
prior written notice. ArticleBid.com reserves the right to immediately
terminate any Writer who commits fraud, slander, a denial-of-service
attack, or commits any other action which it deems inappropriate.
Neither party has made any commitments regarding the duration or renewal
of this Agreement beyond those stated herein.
2. SCOPE
Upon completion of the Registration Form and after accepting the site
Terms of Service and this agreement, the Writer is authorized to respond
to Bid Requests. Final content of all responses to Bid Request documents
is at the complete and sole discretion of the Writer. ArticleBid.com
reserves the editorial right to censor any responses that it feels are
inappropriate. This is a master agreement between Writer and
ArticleBid.com and shall apply to all transactions and business
conducted between the parties.
3. Writer’s OBLIGATIONS
Writer will provide solutions and/or quotations via ArticleBid.com in
response to Bid Requests posted on ArticleBid.com’s website by Buyers.
This Agreement shall govern the business relationship between
ArticleBid.com and Writer despite any different or conflicting terms and
conditions in Writer’s forms or other documents.
o Writer authorizes
ArticleBid.com to treat any person using Writer’s password pair
(username and password), and any resulting transactions,
obligations and liabilities as if Writer used the website and/or
services itself.
o Writer's information shall be
true, accurate and up-to-date at all times. This includes, but
is not limited to, information within a response to Bid Request
documents, information concerning intellectual property
ownership and rights thereto. Writer shall determine how
intellectual property rights shall be transferred, if any, to
Buyer. Writer is solely responsible for protecting its
intellectual property rights, including works made for hire, and
for negotiating all rights, title and interests therein with
Buyers.
o Writer agrees to post bids for
the entire project. Hourly bids are not allowed. As this site is
intended for commercial purposes only... offering free services,
or redirecting a Buyer to a site other than ArticleBid.com to
fulfill their needs is prohibited. Posting contact information
including but not limited to phone #s, email addresses, Internet
URL's, Yahoo Messenger Ids, ICQ ids, on bids or an author's
profile is strictly prohibited. Violators of any of these terms
can have all of their ArticleBid.com accounts terminated, at the
discretion of ArticleBid.com.
o Advance Payments. Writer may ask for an 'Advance Payment' from Buyer. An
advance payment is a percentage of the total bid amount where the Buyer releases
funds from his account prior to the delivery of the work (or
percentage of work being accepted), is completed. Doing this does not circumvents and nullifies all the built-in Buyer
protections of the ArticleBid.com payment system. This is a trust based action between Writer and Buyer. Writers who don't deliver a completed work after the advance payment is made may have their credit
account debited to facilitate a partial or complete refund of
any advanced payment back to the Buyer. Additionally, if funds are not found in Writer's account Buyer will not be refunded.
o Third Party Content. Writer is
responsible for ensuring that all content, paragraphs, ideas
and/or any other item used to create their deliverables to the
Buyer are completely of their own making. If the Writer wishes
to use 3rd party items (including but not limited to 3rd party
quotes, content, etc.), then the Writer agrees to first confer
with the Buyer and:
§ Explain which items in the
bid request the Writer wishes to use 3rd party items
for, and which 3rd party items would be involved. This
must be documented on the site via the site bidding
system.
§ Explain to the Buyer the
cost, copyright, distribution and licensing issues
concerned with the use of such items. This must be
documented on the site via the site bidding system.
§ Have the Buyer confirm
agreement, to the use of any 3rd party items which the
two parties agree to. This must be documented on the
site via the site bidding system.
o Should arbitration occur and
the Writer not follow these rules, ArticleBid.com may
immediately arbitrate in favor of the Buyer, as well as consider
punitiveactions against the Writer.
o As ArticleBid.com provides its
service in return for a Fee, the Writer agrees not to
contact any Buyer outside of the site (by email, phone, etc.)
before payment is made . Doing so can result in immediate
account termination and expulsion, at the discretion of
ArticleBid.com.
o The Writer shall not be
responsible for ArticleBid.com’s transaction fees. However, in
the event that ArticleBid.com procures, or is the procuring
cause of, a solution for Buyer’s Bid Request, and Buyer and
Writer do not use the ArticleBid.com website or services to
transact their business and/or use other means to transact their
business, Writer shall be considered guilty of 'fraud'. The
Writer shall also be considered guilty of fraud should they find
a Buyer in an 'open auction' and attempt to cheat ArticleBid.com
out of the 'open auction' fee by redirecting the Buyer to repost
he auction as a cheaper auction such a 'one-on-one', even though
the Buyer made full use of the open auction. In either case the
Writer shall pay ArticleBid.com a penalty fee in the amount of
twenty-five percent (25%) of the amount paid to Writer. Such
fees may be deducted from the Writer's outstanding credits on
the site, at ArticleBid.com's option. ArticleBid.com reserves
the right to terminate any Writer who circumvents the site in
this manner.
o The anonymous nature of the
Internet makes it possible for a Writer who has had their
account involuntarily terminated (or who received unfavorable
ratings on that account) to create another account on the site
and resume transacting business on the site, against the will of
ArticleBid.com. ArticleBid.com regularly monitors site profiles
for this sort of action, and should the Writer be determined by
ArticleBid.com to have done this, they will forfeit the balance
of all of their accounts, and all funds will be returned back to
the original Buyer.
o Writer understands and agrees
that ArticleBid.com may be called upon by the Buyer, a third
party, or a self-initiated investigation to audit the work that
was performed. Writer agrees to make available to ArticleBid.com
all references related to the questioned bid requests.
ArticleBid.com agrees not to copy, acquire, sell, barter, trade,
or use this content in any manner other than to verify that work
was performed as contracted. If a non disclosure is required by
the Buyer to view the content, ArticleBid.com and the Buyer will
make all resonable arrangements.
o Should a Buyer dispute delivery,
Writer agrees to upload the entire and complete deliverables at
the time of work (or each stage) completion. Should a writer
choose not to do so (despite this agreement) and the Buyer
disputes delivery, Writer agrees that they, not ArticleBid.com,
will be liable for the entire amount. ArticleBid.com will deduct
all such disputed monies from the Writer's account. If the
Writer's account is insufficient to cover the funds the writer
will be asked to cover the remainder from their personal funds.
If writer cannot or will not cover the remainder from their
private funds, ArticleBid.com may pursue all and any means at
its disposal to collect the funds including prosecution.
o Writer has the right to rate
Buyers on completed transactions and transactions that are
cancelled in Writer's favor. However should ArticleBid.com, at
its sole discretion, determine that a Writer's rating is
inaccurate or in any way retaliatory in nature, then
ArticleBid.com may amend, replace or delete the Writer's rating,
and a note about such may be placed as a public rating on the
Writer's account. A Writer who practices retaliatory ratings may
be found in default of this agreement and banned from the site.
4. ArticleBid.com RULES OF ARBITRATION
These rules of arbitration exist to ensure a fair and safe environment
for the buying and selling of articles, content and related work. Should
a dispute arise over the completion of a project, the allocation of
funds, or any other issue, both Buyer, Writer andArticleBid.com agree to
the following rules:
1) Should the Buyer and Writer not be able to come to agreement on
acceptance, whether deliverables have been met, or any other matter,
both sides agree to designate ArticleBid.com as mediator and arbitrator.
ArticleBid.com agrees to mediate and arbitrate fairly and impartially
according to the rules in this section, as they apply. Buyer and Writer
agree that ArticleBid.com's decision is final and binding to them.
2) Arbitration of the bid request will be based solely on whether or not
the Writer met the conditions specified in the Buyer's bid request. Only
the contents of the bid request as posted on the site will be used in
this determination. Since discussions outside of the site (including
email, chat and oral conversations) are not legally binding, they will
not be taken into account. If there is any ambiguity in the bid request,
ArticleBid.com will be the final determiner of the meaning and will
attempt to do so in the most impartial method possible.
3) Buyer agrees to be prompt in corresponding with Writer and
ArticleBid.com, including final acceptance of 'Work complete'. Should a
Buyer not respond to ArticleBid.com emails or requests for Work Complete
within a timely basis (3 business days and 5 business days,
respectively), ArticleBid.com may at its discretion award funds to the
coder.
4) Writer agrees to be prompt in responses to Buyer and to
ArticleBid.com. Should a Writer not complete status reports or respond
to ArticleBid.com emails within a timely basis of 3 business days,
ArticleBid.com may cancel the Writer's bid and/or assign the bid
requests to another Writer. This may be done with or without notice to
the original Writer.
5) If the Buyer charges that the Writer is not making sufficient
progress on a bid request, the Writer must supply specific demonstrable
proof to the contrary or ArticleBid.com may cancel the Writer's bid
and/or assign the bid requests to another Writer. Examples of
demonstrable proofs of progress are (depending on the level of progress
expected) article samples, PDF files and images (prints) of the text.
6) If either party threatens or harasses the other party or
ArticleBid.com, attempts to manipulate or unduly influence the
arbitration process, or breaks any rules in the Buyer or Writer
agreement or in the site terms and conditions, then ArticleBid.com may
choose to automatically rule in favor of the opposite party.
7) If the Writer is deemed as not having fulfilled the bid request
according to the 'deliverables' specified by the Buyer...the Buyer may,
at his/her/their option, apply the entire amount to a new Writer at no
charge. ArticleBid.com will offer the Buyer options (if available) of
switching to other Writers on the original bid, opening a new bid
request to get new Writer bids, or otherwise offering to connect the
Buyer with Writers for the purpose of completing the project. The Buyer
also has the option to cancel the bid request and request a refund of
funds. As ArticleBid.com incurs certain fixed financial institution
costs with transferring and refunding funds, all refunds of this nature
are subject to a 3.5% cancellation charge to offset these charges.
8) To prevent 'retaliatory ratings', the losing party in an arbitration
forfeits the right to rate the other party. ArticleBid.com reserves the
right to suspend rating rights on the bid request to either or both
parties, and/or to remove ratings it judges to be retaliatory.
9) If a Writer does not upload completed code to the site by the
delivery deadline posted by the Buyer, then Writer forfeits all rights
to arbitration and ArticleBid.com may at its discretion award funds back
to the Buyer immediately.
5. Writer’s REPRESENTATIONS.
Writer represents that it has the full power and authority to execute
this Agreement. Writer is the owner of, and/or has received all
appropriate consent from the owners of, any and all material,
information, intellectual property in any form, or other data that
Writer makes available to ArticleBid.com.
6. ACCEPTANCE
Upon Buyer’s receipt and acceptance of Writer’s service or product, they
will promptly indicate acceptance via the web site. Upon acceptance,
ArticleBid.com shall credit the Writer's account with the final amount,
minus the ArticleBid.com Fee. The Fee is calculated as a percentage of
the amount of the funds and is based on the bidding type of the auction.
If the ArticleBid.com Fee falls below the minimum fee of ($3), the
minimum ArticleBid.com Fee will be charged.
Should there be any dispute regarding acceptance, both Writer and Buyer
designate ArticleBid.com as the final binding authority and arbiter of
the dispute, and agree to abide by its decision.
7. Taxes
ArticleBid.com does not collect taxes, duties, fees or other
governmentally imposed excises, so Writer and Buyer agree to assume
their respective responsibilities under the law.
8. TRADEMARKS AND CONFIDENTIAL INFORMATION.
Trademarks. ArticleBid.com may use Buyer’s Trademarks in Bid Requests,
or related documentation. ArticleBid.com’s or Writer’s use of Trademarks
shall be consistent with proper trademark usage. Neither party grants to
the other any right, title, or interest in any Trademarks except as
provided in this Section. Writer is responsible for appropriately
attributing any of its Trademarks or the trademarks of third parties.
Access to and Use of Confidential Information. A party receiving
Confidential Information agrees (i) that it is claimed to be a trade
secret of the other party, (ii) not to disclose or use any of such
Confidential Information for any purpose except as necessary and
consistent with the terms of this Agreement, (iii) to limit the use of
and access to such Confidential Information to only those employees who
have a need to know, and (iv) that it will immediately notify the other
party in writing of any unauthorized disclosures and/or use thereof.
Such notice shall include a detailed description of the circumstances of
the unauthorized disclosure or use and the parties.
Exclusions. A party shall have no obligation as to Confidential
Information that (i) is provided in a tangible form and not labeled as
confidential or proprietary, or if provided orally, not designated as
confidential or proprietary at the time of disclosure, (ii) is known to
the receiving party at the time of disclosure, as evidenced by
documentation in the receiving party's possession at the time of such
disclosure, (iii) is independently developed by the receiving party
(provided the receiving party can show that such development was
accomplished by or for the receiving party without the use of or any
reference to Confidential Information), (iv) becomes rightfully known to
the receiving party from another source without confidentiality
restrictions, (v) is or becomes part of the public domain through no
wrongful act of the receiving party, or (vi) is furnished by the
disclosing party to a third party without confidentiality restrictions.
A receiving party may disclose Confidential Information pursuant to a
competently authorized judicial or governmental request, requirement or
order, provided that the receiving party takes reasonable steps to give
the disclosing party sufficient notice to contest such request,
requirement or order and/or to seek a protective order.
Return of Confidential Information. In any event of termination or
expiration of this Agreement, each party will, within five (5) business
days return to the other party such party’s Confidential Information.
9. INTELLECTUAL PROPERTY INFRINGEMENT INDEMNITY
Infringement Claims. Writer will defend and hold ArticleBid.com harmless
in any suit or proceeding based on a claim that any equipment, products
or services transacted under this Agreement, constitutes infringement of
any copyright, patent or trademark. Writer will pay all settlements or
damages awarded against ArticleBid.com, provided that ArticleBid.com (i)
informs Writer of such suit or proceeding in writing and within thirty
(30) days of actual notice of a claim, and provides Writer with all
related information, (ii) grants Writer the authority to settle or
litigate such suit or proceeding, and (iii) provides all necessary
assistance to Writer.
10. LIMITATION OF LIABILITY; INDEMNITY.
IN NO EVENT SHALL ArticleBid.com BE LIABLE TO Buyer's, Writer's, OR ANY
OTHER PERSON FOR EXEMPLARY, INCIDENTAL, INDIRECT, SPECIAL OR
CONSEQUENTIAL DAMAGES OF ANY KIND, INCLUDING WITHOUT LIMITATION THE COST
OF COVER, LOSS OF PROFIT, USE, SAVINGS OR REVENUE, OR THE CLAIMS OF
THIRD PARTIES, WHETHER OR NOT ArticleBid.com HAS BEEN ADVISED OF THE
POSSIBILITY OF SUCH LOSS. THE LIMITATIONS IN THIS SECTION SHALL APPLY
NOTWITHSTANDING THE FAILURE OF ESSENTIAL PURPOSE OF ANY LIMITED REMEDY.
Indemnification by Writer. Writer shall indemnify, defend (with
counsel approved in writing by ArticleBid.com) and hold ArticleBid.com,
its officers, directors, shareholders, employees, insurers, attorneys,
successors and assigns harmless against any and all claims for cost,
damage, expense (including reasonable attorneys’ fees) or liability
arising out of or related to the acts or omissions of Writer, its
employees, representatives or agents.
11. DEFAULT AND TERMINATION.
Default. Should the Writer default, their account may be terminated by
ArticleBid.com. Writer shall be considered to have defaulted under the
Agreement for any failure to perform its obligations to Buyer under any
Bid request awarded to Writer and/or if ArticleBid.com discovers any
material misrepresentation or omission that Writer has made in this
Agreement or its Registration. In the case of either party, the failure
by such party to observe or perform any material covenant or obligation
under this Agreement shall constitute default. Writer may also be
considered in default if they violate the site terms of service, or
violate the Custom Content Buyer Agreement (if they are also a Buyer),
or if their service to Buyers is poor (defined as receiving 2 or more
below average ratings and/or complaints).
Survival. The parties' obligations under Sections 7, 8 and 9 shall
survive any termination and/or expiration of this Agreement.
12. GENERAL.
Assignment. Writer shall not assign or transfer this Agreement without
ArticleBid.com’s prior written consent, which shall not be unreasonably
withheld. Any attempted assignment shall be null and void.
Relationship of the Parties. This Agreement does not create a franchise,
joint venture or partnership between the parties. Neither party
hereunder is the agent, broker, partner, employee, or legal
representative of the other for any purpose, except that ArticleBid.com
is the agent for Writer and Buyer in bringing the two, or more, parties
together using the ArticleBid.com website. ArticleBid.com shall act as a
fiduciary for Buyer and Writers for the limited purpose of collecting
and disbursing funds. For all other purposes, the parties are
independent contractors.
Excused Performance. Neither party shall be liable for failure to
perform its obligations under this Agreement for causes beyond its
reasonable control.
No Waiver. The failure of either party to enforce any of the provisions
hereof shall not be construed to be a waiver of the right of such party
to thereafter enforce any such provision.
Unenforceable Provisions. If any term of this Agreement is found to be
illegal or unenforceable, the remaining portions of this Agreement shall
remain in effect, provided that the parties agree to negotiate in good
faith substitute enforceable terms.
Modifications; Special Agreements; Entire Agreement. Note that
ArticleBid.com reserves the right from time to time to amend, modify or
change this agreement. When this happens, ArticleBid.com shall notate
the new information clearly and post a notice in the 'news' section of
the site about the update. Due to the majority of parties requesting not
to be contacted via email about updates to the site, email notice will
not always be given. Additionally, due to the financial costs associated
with written notices...written notice will not always be given. If you
are interested in keeping abreast of the latest changes to this
agreement, then please bookmark this page and review it from time to
time, or monitor the 'news' section of the site.
IF ANY MODIFICATION IS UNACCEPTABLE TO YOU, YOUR ONLY RECOURSE IS TO
TERMINATE THIS AGREEMENT BY PROVIDING NOTICE TO US. YOUR CONTINUED
PARTICIPATION IN THE PROGRAM FOLLOWING OUR POSTING OF A CHANGE NOTICE OR
NEW AGREEMENT ON OUR SITE WILL CONSTITUTE BINDING ACCEPTANCE OF THE
CHANGE.
Should ArticleBid.com and the Writer come to a special understanding not
outlined in this agreement it will be laid out in writing and signed by
both parties.
This Agreement is the entire understanding between Writer and
ArticleBid.com with respect to the subject matter of this Agreement, and
supersedes all (i) proposals, oral or written, (ii) negotiations,
conversations or discussions between the parties and (iii) industry
custom or past course of dealing, relating to the subject matter.
ArticleBid.com Admin
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