Last updated: December 19, 2018
These Terms of Service constitute a legally binding agreement between you and BidAvio.com. (“Company” or “BidAvio”) governing your use of the BidAvio Platform (as defined below), Company’s website (https://www.BidAvio.com/ or the “Site”) or mobile applications (the “Apps”). The BidAvio platform and related services provided by Company, the Site and Apps, including without limitation communications and information (whether in writing, orally, or otherwise howsoever) provided by Company to potential and actual Providers and Clients in relation to the services, together are hereinafter collectively referred to as the “BidAvio Platform.”
A few highlights of these Terms of Service include:
- You agree that the BidAvio Platform is provided “as is” and without warranty (Section 16).
- Your agreement that Company has no liability regarding the BidAvio Platform or the performance of Tasks (Section 16) except as may be expressly set forth in this Agreement.
- Your acknowledgement and agreement that you, and not BidAvio, scope, supervise, direct, control, and monitor a Provider’s work and the Tasks (Section 1).
- Your consent to release Company from liability based on claims between Users (Section 2) and generally (Sections 16), subject to the exceptions expressly set forth in those Sections.
- Your agreement to indemnify Company from claims due to your use or inability to use the BidAvio Platform or content submitted from your account to the BidAvio Platform (Section 17).
All monetary amounts set forth herein may be paid in the applicable Sterling equivalent using conversion rates from USD on the date of payment to the User.
1. The BidAvio Platform Connects Providers and Clients
The BidAvio Platform is a web-based communications platform which enables connections between Clients and Providers. “Clients” are individuals and/or businesses seeking to obtain task services (“Tasks”) from Providers, and are therefore clients of Providers, and “Providers” are individuals and/or businesses seeking to perform Tasks for Clients. Clients and Providers together are hereinafter referred to as “Users.” If you agree on the terms of a Task with another User, you and such other User form a Service Agreement directly between the two of you as set forth in more detail in Section 3 below.
Providers are independent contractors and not employees, partners, agents, joint ventures, or franchisees of Company. Company does not perform Tasks and does not employ individuals to perform Tasks. Users hereby acknowledge that Company does not supervise, direct, control or monitor a Provider’s work. BidAvio is not responsible for the work and therefore has no responsibility or liability for the work performed on the Tasks in any manner, including but not limited to a warranty or condition or good and workmanlike services, warranty of fitness for a particular purpose, or compliance with any law, regulation, or code.
The BidAvio Platform only enables connections between Users for the fulfillment of Tasks. BidAvio is not responsible for the performance or communications of Users, nor does it have control over the quality, timing, legality, failure to provide, or any other aspect whatsoever of Tasks, Providers, Clients, nor of the integrity, responsibility, qualifications, or any of the actions or omissions whatsoever of any Users, or of any ratings provided by Users with respect to each other. Company makes no warranties or representations about the suitability, reliability, timeliness, or accuracy of the Tasks requested or services provided by, or the communications of or between, Users identified through the BidAvio Platform, whether in public, private, or offline interactions or otherwise howsoever.
2. User Vetting and User Representations and Warranties
In accordance with BidAvio’s policy, Users may be subject to an extensive vetting process before they can register for and during their use of the BidAvio Platform, including but not limited to a verification of identity, right to work checks and criminal background checks, using third party services as appropriate (“Identity Checks”). BidAvio will conduct Identity Checks as appropriate, in accordance with Company policy and applicable laws.
Although BidAvio may perform Identity Checks, Company is not required to do so and cannot confirm that each User is who they claim to be. BidAvio uses third party services to perform checks and therefore BidAvio cannot and does not assume any responsibility for the accuracy or reliability of Identity Check information or any information provided through the BidAvio Platform.
When interacting with other Users, you should exercise caution and common sense to protect your personal safety, data, and property, just as you would when interacting with other persons whom you don’t know. BidAvio will not be liable for any false or misleading statements made by Users of the BidAvio Platform. Neither BidAvio not its parents, affiliates, or licensors, including their respective directors, officers, shareholders, agents, investors, subsidiaries, attorneys, representatives, insurers, employees, successors and assigns (hereinafter referred to collectively as “BidAvio and Affiliates”), is responsible for the conduct, acts, or omissions, whether online or offline, of any User of the BidAvio Platform and you hereby release BidAvio and Affiliates from any and all liability, claims, demands, or damages or every kind and nature, known and unknown, suspected and unsuspected, disclosed and undisclosed, arising out of or in any way connected with such use of the BidAvio Platform.
User Representations and Warranties
You represent and warrant that: (1) you are 18 years of age or older and are at least of the legally required age in the jurisdiction in which you reside, and are otherwise capable of entering into binding contracts, and (2) you have the unrestricted right to work in the jurisdiction in which you reside and accept each applicable Task without additional immigration approvals, and (3) you have the right, authority and capacity to enter into this Agreement and to abide by the terms and conditions of this Agreement, and that you will so abide. Where you enter into this Agreement on behalf of a company or other organization, you represent and warrant that you have authority to act on behalf of that entity and to bind that entity to this Agreement.
You further represent and warrant that you have read, understand, and agree to be bound by these Terms of Service in order to access and use the BidAvio Platform. You hereby warrant and represent that you will respect the privacy (including without limitation private, family and home life), property and data protection rights of Users and that you will not record (whether video or audio or otherwise) any Task or any interaction by or with any User and/or Company in connection with the BidAvio Platform without the prior written consent of Company and/or the relevant User, as applicable. You further represent and warrant that you will fulfill the commitments you make to other Users, including performing the Task(s) agreed upon as between the Provider and Client, communicating clearly and promptly through the chat thread and/or responding to invitations promptly, being present and/or available at the time you agree upon with your provider or Client as the case may be.. You also represent and warrant that you will act professionally and responsibly in your interactions with other Users. You further represent and warrant that when using or accessing the BidAvio Platform, you will act in accordance with any applicable national or international law, custom and in good faith.
You hereby warrant and represent that, other than as fully and promptly disclosed to Company as set forth below, you do not have any motivation, status, or interest which Company may reasonably wish to know about in connection with the BidAvio Platform, including without limitation, if you are using or will or intent to use the BidAvio Platform for any journalistic, investigative, or unlawful purpose; or if you have any potentially relevant unspent criminal convictions or cautions (other than minor fixed penalty parking or speeding offenses). You hereby warrant and represent that you will promptly disclose to Company in writing any such motivation, status or interest, whether existing prior to registration or as arises during your use of the BidAvio Platform.
Providers additionally represent and warrant that you will provide timely, high-quality services to your Clients, you will only offer and provide services for which you have the necessary skills and expertise, and you will provide the services safely.
3. Contract between Clients and Providers
You acknowledge and agree that a legally binding contract (the “Service Agreement”) is formed when you agree on the terms of a Task with another User. The terms of the Service Agreement include the terms set forth in this Section 3, the engagement terms proposed and accepted on the BidAvio Platform, and any other contractual terms accepted by both the Provider and their Client to the extent such terms do not conflict with the terms in this Agreement, including this Section 3, and do not expand BidAvio’s obligations or restrict BidAvio’s rights under this Agreement. You agree that BidAvio is not a party to any Service Agreement and the formation of a Service Agreement will not, under any circumstance, create an employment or other service relationship between BidAvio and the Provider (or anyone else supplied by the Provider), nor will it create an employment relationship between the Client and the Provider or any such person.
The Client shall pay their Provider directly for completed Task services at the rates agreed to by the parties in the Service Agreement. Each party agrees to comply with the Service Agreement and this Agreement during the engagement, performance and completion of a Task. Both parties agree to notify BidAvio of any disputes prior to negotiation of or filing of any claims, and to negotiate any dispute informally via BidAvio representatives for at least thirty (30) days before initiating any proceeding. BidAvio reserves the right to suspend or terminate any account or Task pending the resolution of any dispute.
4. Billing and Payment Policy
Users of the BidAvio Platform contract for Tasks directly with other Users. BidAvio will not be a party to any contracts for Tasks or services. Payment for Task services is made directly from the Client to the Provider, and not by BidAvio. BidAvio is not obligated to pay Provider for Client’s failure to pay for services.
5. Contests, Gift Cards, and Promotional Codes,
Company may from time to time provide certain promotional opportunities and contests to Users. All such promotions will be run at the sole discretion of Company, and shall be subject to separate contest terms.
(a) Promo Codes
Promo Codes are an offer by the Company to reduce the amount a Client has to pay in relation to a service fee, and/or platform fee. Promo Codes will not affect the amount of the Task Payment a Provider ultimately receives. You agree that you will use Promo Codes in accordance with the terms of the Promo Code. BidAvio reserves the right to withhold or deduct credits or other features or benefits obtained through the use of a Promo Code by you or any other User in the event that Company determines or believes that the use or redemption of a Promo Code was in error, fraudulent, illegal, or in violation of the applicable Promo Code terms or this Agreement.
6. Public Areas; Acceptable Use
The BidAvio Platform may contain profiles, email systems, blogs, message boards, reviews, ratings, 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 materials that are relevant and proper to the applicable forum. For the safety and integrity of the BidAvio Platform, you should not share your personal contact information with other Users.
Without limitation, while using the BidAvio Platform, you may not:
- Defame, abuse, harass, stalk, threaten, intimidate, misrepresent, mislead, or otherwise violate the legal rights (such as, but not limited to, rights of privacy, confidentiality, reputation, and publicity) of others, including Users and BidAvio staff, or use information learned from the BidAvio Platform or during the performance of Tasks to otherwise defame, abuse, harass, stalk, threaten, intimidate, misrepresent, mislead, or otherwise violate the legal rights of any other User or Company staff;
- Publish, post, upload, distribute or disseminate any profane, defamatory, infringing, obscene or unlawful topic, name, material or information on the BidAvio Platform;
- Use the BidAvio Platform for any unauthorized purpose, including, but not limited to posting or completing a Task which is illegal or otherwise unlawful;
- Upload files that contain software or other material that violates the intellectual property rights (or rights of privacy or publicity) of any User, third party, or BidAvio;
- 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 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 BidAvio Platform which are not relevant to the Task services offered through the BidAvio 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;
- Post the same Task repeatedly (”Spamming”). Spamming is strictly prohibited;
- Download any file posted by another User that a User knows, or reasonably should know, cannot be legally distributed through the BidAvio 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 BidAvio, without the prior written consent of BidAvio;
- Use a robot, spider, manual, meta tag, “hidden text,” agent, robot, script, and/or automatic processes or devices to data-mine, data-crawl, scrape collect, mine, republish, redistribute, transmit, sell, license, download, manage or index the BidAvio Platform, or the personal information of others, in any manner;
- Frame or utilize framing techniques to enclose the BidAvio Platform or any portion thereof;
- Hack or interfere with the BidAvio Platform, its servers or any connected networks;
- Adapt, alter, license, sublicense or translate the BidAvio Platform for your own personal or commercial use;
- Remove or alter, visually or otherwise, any copyrights, trademarks or proprietary marks or rights owned by BidAvio and Affiliates;
- Upload content to the BidAvio Platform that is offensive and/or harmful, including, but not limited to, content that advocates, endorses, condones or promotes racism, bigotry, hatred or physical harm of any kind against any individual or group of individuals;
- Upload content that provides materials or access to materials that exploit people in an abusive, violent or sexual manner;
- Use the BidAvio 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 BidAvio Platform as set forth herein;
- Use the BidAvio Platform to collect usernames and or/email addresses of Users by electronic or other means;
- Use the BidAvio Platform or the Task services in violation of this Agreement;
- Use the BidAvio Platform in a manner that is false or misleading (directly or by omission or failure to update information) or for the purpose of accessing or otherwise obtaining Company’s trade secret information for public disclosure or other purposes;
- Attempt to circumvent the payments system or service fees in any way including, but not limited to, processing payments outside of the BidAvio Platform, providing inaccurate information on invoices, or otherwise invoicing in a fraudulent manner;
- Register under different usernames or identities after your account has been suspended or terminated, or register under multiple usernames or false identities, or register using a false or disposable email or phone number; or
- Cause any third party to engage in the restricted activities above.
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. BidAvio will not be responsible for the action of any Users with respect to any information or materials posted in Public Areas.
7. Termination and Suspension
BidAvio may terminate or limit your right to use the BidAvio Platform at any time in the event we believe that you have breached any provision of this Agreement (a “User Breach”), by providing you with written or email notice. Such termination or limitation will be effective immediately upon delivery of such notice.
If BidAvio terminates or limits your right to use the BidAvio Platform pursuant to this Section 7, 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. If Company terminates or limits your right to use the BidAvio Platform as a Client due to a User Breach, you will not be entitled to any refund of unused balance in your account.
Even after your right to use the BidAvio Platform is terminated or limited, this Agreement will remain enforceable against you. BidAvio reserves the right to take appropriate legal action.
Company reserves the right to modify or discontinue, temporarily or permanently, all or any portion of the BidAvio Platform at its sole discretion. Company is not liable to you for any modification or discontinuance of all or any portion of the BidAvio Platform. Company has the right to restrict anyone from completing registration as a User if Company believes such person may threaten the safety and integrity of the BidAvio Platform, or if, in Company’s discretion, such restriction is necessary to address any other reasonable business concern.
You may terminate this Agreement at any time by ceasing all use of the BidAvio Platform. All parts of this Agreement which by their very 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.
8. Account, Password, and Security
You must register with BidAvio and create an account to use the BidAvio Platform (an “Account”). You are the sole authorized user of your account. You are responsible for maintaining the confidentiality of any log-in, password, and account number provided by you or given to you by BidAvio for accessing the BidAvio Platform. You are solely and fully responsible for all activities that occur under your password or account, even if not authorised by you. If you are accessing and using the BidAvio Platform on someone else’s behalf, you represent that you have the authority to bind that person as the principal to all Terms provided herein. BidAvio has no control over the use of any User’s account and expressly disclaims any liability derived therefrom. Should you suspect that any unauthorised party may be using your password or account or you suspect any other breach of security, you must contact BidAvio immediately.
9. User Generated Content
“User Generated Content” is defined as any information and materials you provide to BidAvio, its corporate partners, or other Users in connection with your registration for and use of the BidAvio Platform, including without limitation that information posted or transmitted for use in Public Areas. You are solely responsible for User Generated Content, and we act merely as a passive conduit for your online distribution and publication of your User Generated Content. You acknowledge and agree that BidAvio is not involved in the creation or development of User Generated Content, disclaims any responsibility for User Generated Content, and cannot be liable for claims arising out of or relating to User Generated Content. Further, you acknowledge and agree that BidAvio has no obligation to monitor, review, or remove User Generated Content, but reserves the right to limit or remove User Generated Content on the BidAvio platform at its sole discretion.
You hereby represent and warrant to BidAvio that your User Generated Content (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 on 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 pornography (including but not limited to 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; (h) will not represent you being employed or directly engaged by or affiliated with BidAvio or purport you to act as a representative or agent of BidAvio; and (i) will not create liability for BidAvio or cause BidAvio to lose (in whole or in part) the services of its ISPs or other partners or suppliers.
The BidAvio Platform hosts User-Generated Content relating to reviews and ratings of specific Providers (“Feedback”). Such Feedback is such User’s opinion and not the opinion of BidAvio, has not been verified or approved by BidAvio and each Client should undertake their own research to be satisfied that a specific Provider is the right person for a Task. You agree that BidAvio is not responsible or liable for any Feedback or User-Generated Content. Company encourages each User to give objective, constructive and honest Feedback about the other Users with whom they have transacted. Company is not obligated to investigate any remarks posted by Users for accuracy or reliability but may do so at its discretion.
Each Tasker who provides to BidAvio any photograph, in exchange for the right to use the BidAvio Platform, hereby irrevocably grants to BidAvio the non-exclusive, fully-paid, royalty-free, transferable, sublicensable, worldwide, unrestricted, and perpetual right to:
- Exhibit, distribute, display, transmit, and broadcast on any and all media, including, without limitation, the internet, any videotape, film, recording or photograph that such User provides to Company or that Company takes of User, and use, reproduce, modify, or creative derivatives of such User picture, silhouette and other reproductions of their physical likeness (as the same may appear in any still camera photograph and/or motion picture film or video) (collectively the “Physical Likeness”);
- Use, and permit to be used, such User’s Physical Likeness in the advertising, marketing, and/or publicizing of the BidAvio Platform in any media; and
- Use, and permit to be used, such Tasker’s name and identity in connection with the BidAvio Platform.
Each User hereby waives all rights and releases BidAvio and Affiliates 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 User’s identity, or likeness in connection with the BidAvio Platform.
10. Links to Third-Party Websites
The BidAvio Platform may contain links (such as hyperlinks) to third-party websites. Such links do not constitute endorsement by BidAvio or association with those websites, their content or their operators. Such links (including without limitation external websites that are framed by the BidAvio Platform as well as any advertisements displayed in connection therewith) are provided as an information service, for reference and convenience only. BidAvio does not control any such websites, and is not responsible for their (i) availability or accuracy, or (ii) content, advertising, products, or services. It is your responsibility to evaluate the content and usefulness of the information obtained from other websites. You acknowledge and agree that BidAvio is not involved in the creation or development of third-party websites and disclaims any responsibility for third-party websites, and cannot be liable for claims arising out of or relating to third-party websites. Further, you acknowledge and agree that BidAvio has no obligation to monitor, review, or remove links to third-party websites, but reserves the right to limit or remove links to third-party websites on the BidAvio platform at its sole discretion.
The use of any website controlled, owned or operated by third parties is governed by the terms and conditions of use and privacy policies for those websites. You access such third-party websites at your own risk. BidAvio expressly disclaims any liability arising in connection with your use and/or viewing of any websites or other material associated with third-party links that may appear on the BidAvio Platform. You hereby agree to hold Company harmless from any liability that may result from the use of links that may appear on the BidAvio Platform.
11. Worker Classification and Withholdings
As set forth in Section 1, BidAvio does not perform Tasks and does not employ individuals to perform Tasks. Each User assumes all liability for proper classification of such User’s workers based on applicable legal guidelines.
Users do not have authority to enter into written or oral - whether implied or express - contracts on behalf of BidAvio. Each User acknowledges that BidAvio does not, in any way, supervise, direct, control or monitor a Provider’s work or Tasks performed in any manner. BidAvio does not set a Provider’s work hours or location of work. BidAvio will not provide any equipment, labour or materials needed for a particular Task. BidAvio does not provide any supervision to Users.
The BidAvio Platform is not an employment service and BidAvio is not an employer of any User. As such, BidAvio is not responsible for and will not be liable for any tax payment or withholding, including but not limited to National Insurance, employer’s liability, social security, PAYE or other payroll withholding tax in connection with a User’s use of the BidAvio Platform. Users agrees to indemnify BidAvio and Affiliates from any and all claims, liabilities and reasonable costs arising from or in connection with:
- A Provider being misclassified as an independent contractor or employee;
- BidAvio being incorrectly held to be an employer or joint employer of a Provide; or
- Any other relevant third-party 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.
The Provider assumes full and sole responsibility for all required and applicable income tax and National Insurance Contributions withholdings as to the Provider and all persons engaged by the Provider in the performance of the Task services.
13. Intellectual Property Rights
All text, graphics, editorial content, data, formatting, graphs, designs, HTML, look and feel, photographs, music, sounds, images, software, videos, designs, trademarks, logos, typefaces and other content (collectively, “Proprietary Material”) that Users see or read through the BidAvio Platform is owned by BidAvio, excluding User Generated Content, which Users hereby grant BidAvio a license to use. Proprietary Material is protected in all forms, media and technologies now known or hereinafter developed. BidAvio owns all Proprietary Material, as well as the coordination, selection, arrangement and enhancement of such Proprietary Materials. The Proprietary Material is protected by the domestic and international laws governing copyright, patents, and other proprietary rights. Users may not copy, download, use, redesign, reconfigure, or retransmit anything from the BidAvio Platform without BidAvio’s express prior written consent and, if applicable, the holder of the rights to the User Generated Content. Any use of such Proprietary Material, other than as permitted therein, is expressly prohibited without the prior permission of BidAvio and, if applicable, the holder of the rights to the User Generated Content.
The service marks and trademarks of BidAvio, including without limitation BidAvio and the BidAvio logos, are service marks owned by BidAvio. Any other trademarks, service marks, logos and/or trade names appearing via the BidAvio 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.
15. Confidential Information
You acknowledge that Confidential Information (as defined below) is a valuable, special and unique asset of BidAvio 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 using the BidAvio Platform in accordance with these Terms of Service. If relevant, you may disclose the Confidential Information to your authorised employees and agents provided that they are also bound to maintain the confidentiality of Confidential Information. You shall promptly notify BidAvio in writing of any circumstances that may constitute unauthorised disclosure, transfer, or use of Confidential Information. You shall use best efforts to protect Confidential Information from unauthorised disclosure, transfer or use. You shall return all originals and any copies of any and all materials containing Confidential Information to BidAvio upon termination of this Agreement for any reason whatsoever.
The term “Confidential Information” shall mean any and all of BidAvio’s trade secrets, confidential and proprietary information, and all other information and data of BidAvio 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, services, customers, markets, software, developments, inventions, processes, formulas, technology, designs, drawings, engineering, hardware configuration information, marketing, finances, strategic and other proprietary and confidential information relating to Company or Company’s business, operations, or properties, including information about Company’s staff, Users or partners, or other business information disclosed directly or indirectly in writing, orally or by drawings or observation.
16. Disclaimer of Warranties
(a) Use of the BidAvio Platform is entirely at your own risk.
The BidAvio 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. BidAvio makes no warranties or representations about the accuracy or completeness of the content provided through the BidAvio Platform or the content of any sites linked to the BidAvio Platform and assumes no liability or responsibility in contract, warranty or in tort 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 BidAvio Platform, (iii) any access to or use of our secure servers and/or any and all Personal Information and/or Financial Information stored therein; and (iv) events beyond our reasonable control. BidAvio does not warrant, endorse, guarantee or assume responsibility for any service advertised or offered by a third party through the BidAvio Platform or any hyperlinked website or featured in any banner or other advertising, and BidAvio 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 services. As with the purchase of a product or service through any medium or in any environment, you should use your best judgment and exercise caution where appropriate. Without limiting the foregoing, BidAvio and Affiliates do not warrant that access to the BidAvio Platform will be uninterrupted or that the BidAvio Platform will be error-free; nor do they make any warranty as to the results that may be obtained from the use of the BidAvio Platform, or as to the timeliness, accuracy, reliability, completeness or content of any Task, service, information or materials provided through or in connection with the use of the BidAvio Platform. BidAvio and Affiliates are not responsible for the conduct, whether online or offline, of any User. BidAvio and Affiliates do not warrant that the BidAvio Platform is free from computer viruses, system failures, worms, trojan horses, or other harmful components or malfunctions, including during hyperlink to or from third-party websites.
Notwithstanding any feature a Client may use to expedite BidAvio selection, each Client is responsible for determining the Task and selecting their Provider and BidAvio does not warrant any goods or services purchased by a Client and does not recommend any particular Provider. BidAvio does not provide any warranties or guarantees regarding any Provider’s professional accreditation, registration or license.
In addition, no individual or entity shall be a third party beneficiary of these Terms. These Terms are solely for the benefit of the parties to this Agreement and are not intended to and shall not be construed to give any person or entity other than you any interest, remedy, claim, liability, reimbursement, claim of action or any other rights (including, without limitation, any third party beneficiary rights), with respect to or in connection with any agreement or provision contained herein or contemplated hereby.
(b) No liability
You acknowledge and agree that BidAvio is only willing to provide the BidAvio Platform if you agree to certain limitations of our liability to you and third parties. Therefore, you agree not to hold BidAvio and Affiliates, or their corporate partners, liable for any claims, demands, damages, expenses, losses, governmental obligations, suits, and/or controversies of every kind and nature, known and unknown, suspected and unsuspected, disclosed and undisclosed (collectively, “liabilities”) that have arisen or may arise, relating to your or any other party’s use of or inability to use the BidAvio 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 service provided by BidAvio and Affiliates and any destruction of your User Generated Content.
Under no circumstances will BidAvio and Affiliates or their corporate partners be liable for any direct, indirect, incidental, actual, consequential, economic, special or exemplary damages (including but not limited to lost profits, loss of data, loss of goodwill, service interruption, computer damage, system failure, failure to store any information or other content maintained or transmitted by BidAvio, or the cost of substitute products or services) arising in connection with your use of or inability to use the BidAvio Platform or the Task services, even if advised of the possibility of the same.
BidAvio and Affiliates expressly disclaim any liability that may arise between Users of the BidAvio Platform. BidAvio and Affiliates also do not accept any liability with respect to the quality or fitness of any work performed via the BidAvio Platform.
If, notwithstanding the foregoing exclusions, it is determined that BidAvio and Affiliates or their corporate partners are liable for damages, in no event will the aggregate liability, whether arising in contract, tort, strict liability or otherwise, exceed the total fees paid by you to Company during the six (6) months prior to the time such claim arose, to the extent permitted by applicable law.
Regardless of any other provision in this Agreement, nothing in these Terms of Service excludes or limits liability for: (i) death or personal injury caused by BidAvio’s negligence; (ii) fraud or fraudulent misrepresentation; or (iii) any other liability that, by law, may not be limited or excluded.
The BidAvio Platform is only a venue for connecting Users. Because BidAvio is not a party to or otherwise involved in the actual contract between Users or in the completion of the Task, in the event that you have a dispute with one or more Users, you hereby release BidAvio and Affiliates and their corporate partners from any and all claims, demands, damages (including direct, indirect, incidental, actual, consequential, economic, special, or exemplary), expenses, losses, governmental obligations, suits and/or controversies of every kind and nature, known and unknown, suspected and unsuspected, disclosed and undisclosed, arising out of or in any way connected with such dispute.
You hereby agree to indemnify, defend, and hold harmless BidAvio and Affiliates, and their successors and assigns (the Indemnified Parties”) from and against any and all direct claims, demands, and damages, including reasonable attorney’s fees and costs, incurred in connection with (i) your use or inability to use the BidAvio Platform or BidAvio Services, (ii) your breach or violation of this Agreement (iii) your violation of any law, or the rights of any User or third party (iv) any content submitted by you or using your account to the BidAvio 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. BidAvio reserves the right, in its own sole discretion, to assume the exclusive defence and control at its own expense of any matter otherwise subject to your indemnification. You will not, in any event, settle any claim or matter without the prior written consent of BidAvio.
18. Dispute Resolution
To expedite resolution and reduce the cost of any dispute, controversy or claim related to this Agreement (“Dispute”), you and BidAvio agree to first attempt to negotiate any Dispute (except those Disputes expressly excluded below) informally for at least thirty (30) days before initiating any court proceeding. Such informal negotiations will commence upon written notice. Your address for such notices is your billing address, with an email copy to the email address you have provided to Company. Company’s address for such notice is BidAvio, 8 Shore Road, Cowes, Isle of Wight, PO31 8LB United Kingdom.
19. Governing Law
This Agreement and your use of the BidAvio Platform shall be governed by English law, and any dispute regarding this Agreement or the use of the BidAvio Platform will only be dealt with by the English courts. Nothing shall prevent us from bringing proceedings to protect our intellectual property rights before any competent court.
20. No Agency; No Employment
No agency, partnership, joint venture, employer-employee or franchiser-franchisee relationship is intended or created by this Agreement.
21. General Provisions
Failure by BidAvio to enforce any provision(s) of this Agreement will not be construed as a waiver of any provision or right. This Agreement constitutes the complete and exclusive agreement between you and BidAvio with respect to its subject matter, and supersedes and governs any and all prior agreements or communications. The provisions of this Agreement are intended to be interpreted in a manner which makes them valid, legal, and enforceable. If any provision of this Agreement is found to be partially or wholly invalid, illegal or unenforceable, (1) such provision shall be modified or restructured to the extent and in the manner necessary to render it valid, legal, and enforceable or (2) if such provisions cannot be so modified or restructured, they shall be excised from the Agreement without affecting the validity, legality or enforceability of any of the remaining provisions. This Agreement may not be assigned or transferred by you without our prior written approval. We may assign or transfer this Agreement without your consent, including but not limited to assignments: (i) to a parent or subsidiary, (ii) to an acquirer of assets, or (iii) to any other successor or acquirer. Any assignment in violation of this Section 21 shall be null and void. This Agreement will inure to the benefit of BidAvio, its successors and assigns.
BidAvio does not oversee, monitor or supervise the posting, scoping or performance of Tasks. Accordingly, Clients must determine for themselves whether a Provider is qualified to perform the specific Task at hand. Clients may wish to consult their national or local requirements to determine whether certain Tasks are required to be performed by a licensed professional.
23. Changes to this Agreement and the BidAvio Platform
24. No Rights of Third Parties
No terms are enforceable under the Contracts (Rights of Third Parties) Act 1999 by a person who is not a party to this Agreement.
25. Notices and Consent to Receive Notices Electronically
You consent to receive any agreements, notices, disclosures and other communications (collectively, “Notices”) to which this Agreement refers electronically including without limitation by e-mail or by posting Notices on this Site. You agree that all Notices that we provide to you electronically satisfy any legal requirement that such communications be in writing. Unless otherwise specified in this Agreement, all notices under this Agreement will be in writing and will be deemed to have been duly given when received, if personally delivered or sent by certified or registered mail, return receipt requested; when receipt is electronically confirmed, if transmitted by facsimile or email; or the day after it is sent, if sent for next day delivery by a recognized overnight delivery service.
If you have any questions about these Terms of Service or about the BidAvio Platform, please contact us by email at support@BidAvio.com or by post to 8 Shore Road, Cowes, Isle of Wight, PO31 8LB United Kingdom.