Loovit Business Terms of Service

Last update: September 2020

The following Loovit Business Terms of Service (the “Loovit Business Terms”) govern your access to and use of Loovit Business (“Loovit Business”) by Loovit Inc. (311 N Bayport, Anaheim CA 92801) (collectively,“Loovit”, “we” or “us”).

Please read these Loovit Business Terms carefully before you start using Loovit Business. By using Loovit Business, you, either individually or on behalf of your employer or any other entity which you represent (“you”), accept and agree to be bound and abide by these Loovit Business Terms, Loovit Payment Terms, found (the “Payment Terms”), and our Privacy Policy. Which is incorporated herein by reference. If you do not want to agree to these Terms or the Privacy Policy, you must not access or use Loovit Business.

In case you register or use Loovit Business on behalf of your employer or another entity, you represent and warrant that you are authorized to bind your employer or such entity to these Loovit Business Terms and you agree to these Loovit Business Terms on their behalf.

There are various types of users in a Business Account. Except where indicated otherwise, these Loovit Business Terms apply to all users and the term “you” shall refer to the Client, Team Members and all types of users of the Business Account.

Loovit Business is offered and available to users who are 16 years of age or older. If you are under 16 you may not use Loovit Business. By using Loovit Business, you represent and warrant that you are of legal age to form a binding contract and meet all of the foregoing eligibility requirements. If you do not meet all of these requirements, you must not access or use Loovit Business.

1. Key Terms

Capitalized terms used but not defined herein shall have the respective meanings given to them in Loovit Terms of Service. (the “General Terms of Service”). “Gig®”, “Gigs®” or “Services” are services offered on Loovit. “Orders” are the formal agreements between a Client and Seller after a purchase was made from the Seller’s Gig/Service Page. “Sellers” or “Freelancers” are users who offer and perform Services through Gigs or through the Logo Maker on Loovit.

2. Loovit Business and the Business Account

  1. General. Loovit Business is a freelance platform tailor-made for larger teams and businesses. Through Loovit Business, businesses can create and manage collaborative Business Accounts in which Team Members may share Orders, use a shared payment method, track their project’s progress, and consolidate feedback—all in one place.
  2. Account. In order to access and use Loovit Business, you must first register and create an account on Loovit Business (“Business Account”). When opening a Business Account you represent and warrant that you are authorized to bind the Client to these Loovit Business Terms and you agree to these Loovit Business Terms on your behalf and on the Client’s behalf.
  3. The Client. Upon completion of your registration to Loovit Business, the Business Account will be created for your organization. The term “Client” or “Buyer” shall refer to your organization, which can be any type of business (for example, LLCs, LLPs, corporations, partnerships, sole proprietorships, non-profit organizations). The Client shall be the sole and exclusive owner of the Business Account including any data, Orders and deliveries. In case of a dispute regarding the identity of the Client, Loovit reserves the right to determine the identity of the Client at its sole discretion, whether or not an independent investigation has been conducted by us. However, if we cannot make such determination (as we may deem in our sole discretion), we reserve the right to avoid doing so and/or suspend the Business Account, without liability to you or to any other party. We reserve the right to request from you or the Admin any form of verification we deem necessary for this purpose.
  4. Admin. The first user opening a Business Account will automatically become the administrator of the Business Account (“Admin”). Loovit reserves the right to change the Admin of the Business Account at its sole discretion. Loovit may request such information as it deems appropriate in order to change the identity of the Admin. If we believe (at our sole discretion) that we cannot change the identity of the Admin, we reserve the right to avoid doing so and/or suspend a Business Account, without any liability.
  5. Account members. There are various types of users in a Business Account (“Team Members”) and their permissions may vary. For the avoidance of doubt, all users in a Business Account, including Admins, are deemed Team Members.
    1. Team Members have access to information available in the Business Account and other Team Members, including Orders, purchases, deliveries made within the Business Account and information about other Team Members.
    2. When inviting other Team Members to a Business Account, such Team Members are authorized to use the Business Account on behalf of the Client, including the use of the shared payment method.
    3. By granting other Team Members permissions under a Business Account, you on behalf of the Client, represent and warrant that: (a) such Team Member is authorized to act on the Client’s behalf; and (b) you and/or the Client are fully responsible and liable for such Team Member’s acts and omissions, including for Orders and payments performed by other Team Members via the Business Account.
    4. If a Team Member is removed from a Business Account or if the Team Member deactivate their Team Member Account they will not be able to access the Business Account or otherwise register to Loovit.
  6. Undertakings. By creating a Business Account or by joining a Business Account as a Team Member, Admin or otherwise, and creating a Team Member account (“Team Member Account”), you: (i) agree to provide us with accurate, complete, and current registration information; (ii) acknowledge that it is your responsibility to ensure that your password remains confidential and secure; (iii) agree that you are fully responsible for all activities that occur under your Business Account as well as your Team Member Account; and (iv) undertake to promptly notify us in writing if you become aware of any unauthorized access or use of your Business Account and/or your Team Member Accounts and/or any breach of these Loovit Business Terms. The Client and you, jointly and severally, will be responsible and liable for any losses, damages, liability and expenses incurred by us or a third party, due to any unauthorized usage of the Business Account by either you or any other user or third party on your behalf.
  7. Closure and disabling of accounts.
    1. A Business Account can only be closed by the Client, or the Admin on Client’s behalf. Upon closure of a Business Account, all related Team Member Accounts should be removed from the Business Account.
    2. Loovit reserves the right to put a Business Account or any Team Member Account on hold or permanently disable accounts should we notice any activity that we determine to be fraudulent or inappropriate (including by any Team Member), or due to breach of these Loovit Business Terms, the General Terms of Service and/or our Community Standards, by the Business Account (including by any Team Member). Users with disabled accounts, i will not be able to sell or buy on Loovit or otherwise use Loovit as registered users.

3. Subscription Fee, Term and Renewal

  1. Non-cancelable and Non-refundable. The Subscription Fee is non-cancelable and non-refundable.
  2. Payment Method. Client here by authorizes Loovit to charge the Subscription Fees, upon due date, from Client’s Loovit Balance or any other payment method selected by Client for this purpose (“Subscription Payment Method”).
  3. Subscription Term. Following the Free Trial Period, and subject to payment of the Subscription Fee, a 12 months paid subscription term will start automatically (the “Subscription Term”).
  4. Auto-Renewal. In order to ensure that Client will not experience any interruption, Client’s Subscription will automatically renew for additional 12 months periods, unless Client cancels its Subscription at least 30 days prior to its expiration.
  5. Upgrades. During the Subscription Term,Client may upgrade its Subscription by adding Team Members or make such other upgrades available on Loovit Business from time to time (“Subscription Upgrade”). Upon a Subscription Upgrade, Client will be billed for the applicable increase in Subscription Fee, at Loovit then-current rates.
  6. Discounts and Promotions. Unless expressly agreed otherwise, if Client received a special discount or other promotional offer, Client acknowledges that upon renewal of its Subscription, the Subscription will renew, at the full applicable Subscription Fee at the time of renewal.
  7. Taxes. The Subscription Fee is exclusive of any and all taxes (including without limitation, value added tax, sales tax, excise, goods and services tax, etc.), levies, or duties, which may be imposed with respect to these Loovit Business Terms.
  8. Chargebacks. Any decline, chargeback or failure to collect Subscription Fee due by Client (“Chargeback”), will be deemed as a breach of Client’s obligations hereunder, and therefore (i) Loovit may deduct such amount from the Loovit Balance; and/or (ii) Client’s Business Account may be downgraded, disabled, or terminated (at Loovit soles discretion) until payment of applicable Subscription Fees in full, including any fees and expenses incurred by us for each Chargeback received, without derogating from any other remedy that may be applicable to Loovit.

4. Purchasing On Loovit

  1. Payments Terms. Please refer to the Payment Terms for making payments for Services ordered through the Loovit marketplace and to learn about fees and taxes.
  2. Payment options. The following payments options are available for Business Account:
    1. Saved Payment Method - saved payment method, as made available from time to time by Loovit;
    2. Loovit. Business Balance - a balance added in advance to the Business Account, by use of the payment method made available from time to time by Loovit (“Loovit Business Balance”).
    3. Unused Balance. Loovit will refund unused funds available on the Loovit Balance within 30 days following the end of the month in which the Client requested the refund, and following a deduction of any cost and fee that may apply on Loovit in the course of processing the refund. Loovit will refund the same payment method used to deposit funds to the Business Account, or otherwise used to make payments via the Business Account, unless requested otherwise. Loovit reserves the right to request such authentication information as it may deem necessary to process the refund request.
    4. Budget Limitations and Payment Approval. Team Members may be subject to certain budget limitations or payment approvals, as may be defined by the Admin.
    5. Currencies. The Admin will determine the payment currencies for all purchases made through a Business Account. For more information on local currencies, please refer to the Payment Terms.
    6. Invoice. Invoices for purchases made by Team Members will be issued in the name of the Client.
    7. Non Circumvention.
      1. You agree to use Loovit as your exclusive method to make payments for any Service ordered from Sellers, and not to circumvent the payment methods offered on Loovit. This non-circumvention requirement applies to all Buyers, Clients, as well as all Team Members. Without derogating from the generality of the above, you may not offer or solicit (or accept any offer or solicitation from) any parties introduced through Loovit to contract, engage with, or pay outside of Loovit. You agree to notify Loovit immediately if a Seller proposes that you make payments other than through the Site.
      2. You acknowledge and agree that a violation of this non-circumvention requirement is a material breach of the Loovit Business Terms and may lead to a permanent suspension of the violating Business Account and/or Team Member Account.
      3. In light of the difficulties in measuring or estimating the damage which may be incurred by Loovit as a consequence of any non-circumvention breach, you hereby agree to pay Loovit liquidated damages in the amount of US$10,000 (the “Liquidated Damages“) if Loovit determines, in its sole discretion, that you have violated this Non Circumvention Section. You acknowledge and agree that the Liquidated Damages are a reasonable approximation of such damages and do not constitute a penalty.
      4. Loovit may, to the maximum extent permitted by law (i) charge your Loovit Balance and/or payment method the Liquidated Damages or send you an invoice for the Liquidated Damages, which you agree to pay within 30 days, and (ii) charge you (in the same manner) for all reasonable expenses, including attorneys’ fees, related to investigating such breach and collecting such fees.
    8. Orders.

5. Conduct in the Loovit Marketplace

  1. User conduct. Loovit maintains a friendly, community-spirited, and professional environment. Users should keep to that spirit while participating in any activity or extensions of Loovit. You undertake to comply with the User Conduct and Protection section in the General Terms of Services with Loovit Community Standards which are a set of behavior rules and guidelines, applicable to the Loovit community and marketplace in addition to these Loovit Business Terms, each as may be updated from time to time.
    1. These Loovit Business Terms, the General Terms of Service, and Loovit Community Standards apply to all Team Members. If any Team Member violates any such terms and/or standards, it may affect other Team Members’ ability to use Loovit, and Loovit may suspend or close the Business Account and/or the applicable Team Member Account.
    2. To report a violation of the General Terms of Service and/or our Community Standards or any other user misconduct, please contact our Customer Support team.
  2. User-Generated Content ("UGC"). All content uploaded to Loovit by users is UGC. Loovit does not check user uploaded/created content for appropriateness, violations of copyright, trademarks, other rights or violations and the user uploading/creating such content shall be solely responsible for it and the consequences of using, disclosing, storing, or transmitting it. By uploading to, or creating content on, the Loovit platform, you represent and warrant that you and/or the Client own or have obtained all rights, licenses, consents, permissions, power and/or authority, necessary to use and/or upload such content and that such content or the use thereof in Loovit (including Loovit Business) does not and shall not (a) infringe or violate any intellectual property, proprietary or privacy, data protection or publicity rights of any third party; (b) violate any applicable local, state, federal and international laws, regulations and conventions; and/or (c) violate any of your or third party’s policies and/or terms of service.
    1. We invite everyone to report violations together with proof of ownership as appropriate. Reported violating content may be removed or disabled.
    2. Furthermore, Loovit is not responsible for the content, quality or the level of service provided by the Freelancers (even if they are Pro Sellers, Top Rated Sellers, offer Promoted Gigs/Services or otherwise). We provide no warranty with respect to the Gigs/Services, their delivery, any communications between Clients and Freelancers, and the Logo Designs created through the Logo Maker. We encourage users to take advantage of our rating system, our community and common sense in choosing appropriate services.
  3. Delivered Files. You are responsible for scanning all delivered files for viruses and malware. Loovit will not be held responsible for any damages which might occur due to site usage, use of content or files transferred.
  4. Reviews.
    1. Any Team Member can leave a review on Orders placed by him up to 10 days after an Order is marked as complete.
    2. For Studio Gigs/Services, you can leave a public review on the Studio Gig/Services as if it were a regular Gig/Services. The public buying rating & review is linked to and visible on the Studio Gig/Service page, the Loovit Studio itself (studio page), as well as all Studio Members and Studio Lead of that Loovit Studio.
    3. Feedback reviews are unavailable for orders made through the Logo Maker.
    4. Your reviews will be publicly displayed on a Seller’s Gig page.
    5. You also have the option to display your delivered work together with the review on Seller’s Gig page. Loovit retains the right to use all publicly published delivered works for Loovit marketing and promotional purposes.
    6. For more information about feedback reviews, see the Review section

6. Disclaimer of Warranties.

YOUR USE OF Loovit, Loovit BUSINESS, ITS CONTENT, AND ANY SERVICES OR ITEMS OBTAINED THROUGH THE Loovit PLATFORM IS AT YOUR OWN RISK. Loovit, Loovit BUSINESS, ITS CONTENT, AND ANY SERVICES OR ITEMS OBTAINED THROUGH THE Loovit PLATFORM ARE PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS, WITHOUT ANY WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED. NEITHER Loovit NOR ANY PERSON ASSOCIATED WITH Loovit MAKES ANY WARRANTY OR REPRESENTATION WITH RESPECT TO THE COMPLETENESS, SECURITY, RELIABILITY, QUALITY, ACCURACY OR AVAILABILITY OF THE WEBSITE. THE FOREGOING DOES NOT AFFECT ANY WARRANTIES WHICH CANNOT BE EXCLUDED OR LIMITED UNDER APPLICABLE LAW.

7. Limitation on Liability.

IN NO EVENT WILL Loovit, ITS AFFILIATES OR THEIR LICENSORS, SERVICE PROVIDERS, EMPLOYEES, AGENTS, OFFICERS OR DIRECTORS BE LIABLE FOR DAMAGES OF ANY KIND, UNDER ANY LEGAL THEORY, ARISING OUT OF OR IN CONNECTION WITH YOUR USE, OR INABILITY TO USE THE Loovit MARKETPLACE, Loovit BUSINESS, ANY WEBSITES LINKED TO IT, ANY CONTENT ON Loovit BUSINESS OR SUCH OTHER WEBSITES OR ANY SERVICES OR ITEMS OBTAINED THROUGH Loovit BUSINESS OR SUCH OTHER WEBSITES, INCLUDING ANY DIRECT, INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL OR PUNITIVE DAMAGES, INCLUDING BUT NOT LIMITED TO, PERSONAL INJURY, PAIN AND SUFFERING, EMOTIONAL DISTRESS, LOSS OF REVENUE, LOSS OF PROFITS, LOSS OF BUSINESS OR ANTICIPATED SAVINGS, LOSS OF USE, LOSS OF GOODWILL, LOSS OF DATA, AND WHETHER CAUSED BY TORT (INCLUDING NEGLIGENCE), BREACH OF CONTRACT OR OTHERWISE, EVEN IF FORESEEABLE. THE FOREGOING DOES NOT AFFECT ANY LIABILITY WHICH CANNOT BE EXCLUDED OR LIMITED UNDER APPLICABLE LAW. The term “Affiliate” referred to herein, is an entity that, directly or indirectly, controls, or is under the control of, or is under common control with Loovit, where control means having more than fifty percent (50%) voting stock or other ownership interest or the majority of voting rights of such entity.

8. General Terms

  1. Confidentiality.
    1. Freelancers are obligated to treat any information received from the Client as highly sensitive, top secret and classified material. For more information see the Confidentiality section.
    2. Certain information relating to Loovit(including Loovit Business) and features thereof may be disclosed to Team Members participating in a design partnership program for the purpose of providing feedback to us (“Design Partners”). This information is sensitive and of confidential nature and you shall not disclose it to anyone without our prior permission. Design Partners undertake to maintain such information in strict confidence, not disclose it to anyone, and not to use it for any purpose other than participating in the design partnership program. We may use any feedback provided to us about any of our services or products without any limitation and without any consideration. You on behalf of your employer or third party, grant us all rights, title, and ownership of such feedback. You will not acquire any rights or licenses in any of Loovit services or in any of our IP through your provision of feedback to us.
  2. Modifications. We may make changes to these Loovit Business Terms from time to time. When changes are made, we will make a new copy of these Loovit Business Terms available on this page. You understand and agree that if you use Loovit Business after the date on which these Loovit Business Terms have changed, your use will be considered as acceptance of the updated Loovit Business Terms.
  3. Discontinuation of Loovit Business. We may add, modify or discontinue any feature, functionality or any other tool, within the Loovit Business service, or suspend Loovit Business altogether, at our own discretion, at any time, and without further notice.