The Sribulancer Platform Users Agreement ("Agreement") is being made available by PT. Sribu Digital Kreatif, a Jakarta corporation with its principal place of business at Apartemen 1Park Residences Tower A, Lantai Mezzanine Jl.K.H.Syafi'i Hadzami No 1, Gandaria, Kebayoran Baru Jakarta Selatan 12240 ("Sribulancer") to Users (the "Clients", "Freelancers", "Fulltimers", "Users"), and Users’ use of the Sribulancer website is subject to the following terms and conditions of use.
By completing the registration process and clicking the "Register" button, Users acknowledge that Users have reviewed and accept this Agreement and bind to it. Please be advised that if Users do not accept this Agreement in its entirety, Users may not access or use the Sribulancer Platform. If Users agree to this Agreement on behalf of an entity, Users represent and warrant that Users have the authority to bind that entity to this Agreement. In that event, "Users" will refer and apply to that entity. This Agreement will have a full binding effect until it is terminated as defined in Section 11.2.
Users are deemed to have read, agree with and accept all of the terms and conditions contained in this Agreement located at www.sribulancer.com. Sribulancer may amend, change, modify, add or remove any portion of this Agreement, in whole or in part, at any time. Notification of changes in the Agreement will be posted on the Site when Users sign-in, in the form of pop-ups. Users will have to click "I Accept" button in order to continue using The Sribulancer Platform. This Agreement includes and hereby incorporates by reference the Agreements and polices referred to herein or linked from the URL www.sribulancer.com/en/terms. In the event of a conflict between such policies and this Agreement, this Agreement prevails. Terms are defined in Section 2 and throughout the Agreement.
1.ABOUT THE SRIBULANCER PLATFORM
The Sribulancer Platform allows Clients to search for, and enter into contract, with providers of professional services ("Freelancers" and / or "Fulltimer"), manages the content of contracts between Clients and Freelancers, and mediating disputes related to Clients and Freelancer cooperation. Clients create profiles, post projects and invite Freelancers/Fulltimers to apply. Freelancers and Fulltimers create profiles, advertise capabilities, submit quotes and bid on jobs. If Clients and Freelancers agree on terms, as soon as Clients make payment to Sribulancer, Client and Freelancers are able to communicate and Freelancer can start the work, subject to the provisions set forth in this Users Agreement.
"Claim" means any controversy, dispute or claim arising out of or relating to this Agreement, including but not limited to a Service Contract
"Client" means any Users using the Sribulancer Platform to request Services to be performed by a Freelancers and/or Fulltimers.
"Confidential Information" means any information provided to, or created by, a Users for the work between Clients and Freelancers, regardless of whether in tangible, electronic, verbal, graphic, visual or other form and includes any Intelectual Property data and any other information disclosed by one party to the other in writing and marked "confidential" or disclosed orally and reduced to writing and marked "Confidential". Confidential Information does not include material or information that: (a) is generally known by third parties as a result of no act or omission of Freelancer or Client; (b) was lawfully received without restriction on disclosure from a Third Party having the right to disseminate the information; (c) was already known by Users prior to receiving it from the other party and was not received from a Third Party in breach of that Third Party's obligations of confidentiality; or (d) was independently developed by Users without use of Confidential Information;
"Freelancer Fees" means: payments made by a Client for a Service Contract by Freelancer through Sribulancer Platform.
"Payment Time" shall mean the period when requested by Freelancers, that are processed every working days Monday - Friday. Provided that the request for funds is made before 09.00 am the payment will be received on the same day, above that time the payment will be processed in the next day
"Intellectual Property Rights" means any and all rights, title, ownership and interest in and to copyrights, industrial designs, integrated circuit laUsert design, service marks, trademarks, trade names, trade secrets, patents, and any other rights to intellectual property.
"The Site" means our Sribulancer website located at www.sribulancer.com.
"Work Product" means any results that Freelancer agrees to create for and actually delivers to Client as a result of performing the Service Contract, that is comply with this Agreement and not violating this Agreement and/or Indonesia laws and regulations.
The words "include" and "including" mean "including but not limited to."
3.SRIBULANCER GENERAL USERS POLICIES
3.1 Communication. Clients and Freelancers are not allowed to communicate outside the Sribulancer Platform when settling and making the Work Products. Any communication whatsoever outside Sribulancer Platform will be deemed as violation of this Users Agreement, and Users’ Account will be terminated by Sribulancer.
3.2 Identity and Account Security. Clients, Freelancers and Fultimers have to provide accurate, not misleading, complete and up-to-date information to Sribulancer and oblige to update this personal information as and when it becomes inaccurate, misleading, incomplete and out-of-date by contacting Sribulancer Team. Users authorize Sribulancer, directly or through third parties, to make any inquiries necessary to validate Users’ identity and confirm Users’ ownership of Users’ email address or financial accounts, subject to applicable law. Failure to provide information about Users and Users’ business when requested is a violation of this Agreement. Users are solely responsible for ensuring and maintaining the secrecy and security of Users’ Sribulancer account password. Users agree not to disclose the password to anyone, and shall be responsible under all circumstances for any use of or action taken through the use of such password on the Sribulancer Platform. Users must notify Sribulancer Team immediately if Users believe that an unauthorized Third Party may be using Users’ password. Sribulancer will not be liable for any loss resulting from an unauthorized person using Users’ Sribulancer Users Account, passwords or any assigned credentials.
3.3 Information. In order to open and maintain a Sribulancer Account in a good standing, Users must provide us with correct and updated information.
3.3.1 Identity Verification. Users authorize Sribulancer, directly or through third parties, to make any inquiries we consider necessary to validate Users’ identity. This may include asking Users for further information or documentation, requiring Users to provide a taxpayer or national identification number, requiring Users to take steps to confirm ownership of Users’ email address or financial instruments, or verifying Users’ information against third party databases or through other sources.
3.3.2 Users’ contact information. It is Users’ responsibility to keep Users’ primary email address up to date so that Sribulancer can communicate with Users electronically. Users understand and agree that if Sribulancer sends Users an electronic communication but Users do not receive it because Users’ primary email address on file is incorrect, out of date, blocked by Users’ service provider, or Users are otherwise unable to receive electronic communications, Sribulancer will be deemed to have provided the communication to Users. Please note that if Users use a spam filter that blocks or re-routes emails from senders not listed in Users’ email address book, Users must add Sribulancer to Users’ email address book so that Users will be able to receive the communications we send to Users. Users can update Users’ primary email address by logging into the Sribulancer website.
3.4 Payment. If Sribulancer did not receive the amount of the said work from Clients, Clients will not be able to communicate with Freelancers and therefore Freelancers cannot start the job. Sribulancer will pay Freelancers on the specified amount once the Freelancers have finished the Service and requested for payment. Funds become payable to Freelancers Work Product after Clients accept work submitted by a Freelancer or in the case that Clients do not respond to Freelancers’ first draft in 14 (fourteen) days.
3.5 Right To Review and Audit. Clients, Freelancers and Fultimers shall create and maintain their postings with satisfaction of the obligations under this Agreement and in compliance with all Indonesia laws and regulations. Nothing in this provision should be construed as providing Sribulancer with the right or obligation to supervise or monitor the actual Services performed by Freelancers and/or Fulltimers. However, Sribulancer has the right but not obligation from time to time to audit Users postings. Any posts violating this Agreement and/or Indonesia laws and regulations will be deleted without prior notice and no damages whatsoever will be granted to Users. Sribulancer has the right but not obligation to read all Users’ post to the Website, keep all Clients and Freelancers correspondence on the Sribulancer Platform, and download or access, and test (if necessary), all uploaded files, programs and websites related to Clients and Freelancer use of the Website.
3.6 Sribulancer Platform Users’ Obligations.Users will not use information from the Site for any purpose other than the purpose for which it was made available. Users will not engage in any activity that interferes with or disrupts the functioning of the Site. Users will not upload or attach an invalid or malicious or unknown file. Users will not insert any external links that may be malicious and/or unknown to Users, or use for offering any goods or services other than Services. Users agree not to use or provide software (except for general purpose web browsers and email Clients, or software expressly licensed by us) or services that interact or interoperate with the Site, e.g. for downloading, uploading, posting, flagging, emailing, search, or mobile use.
4.CLIENTS AND FREELANCERS RIGHTS AND OBLIGATIONS
4.1 Agency. Work performed under a Freelancer's profile must be performed by the Freelancer represented. Freelancer is not allowed to subcontract with third parties to perform Services on behalf of the Freelancer, unless Client gives a written approval.
4.2 Payments and Billing. Clients shall pay the approved project to Sribulancer in advance, and Clients will have no obligation of direct payment to Freelancers. Freelancers agree that it will be paid solely by Sribulancer. Freelancers will not have any recourse against Clients if Freelancers are not paid by Sribulancer
4.3 Restrictions. Clients and Freelancers/Fulltimer are not allowed to post, neither jobs nor skills relating to:
1.Business permit services, legal services, notary services, matchmaking services, formal and non-formal literature services, psychic services, freight forwarder services / delivery of goods
2.Creating art and literature services such as caricatures / story / song / sketch / design / movies / leaflets related to religion(s) / religious teachings
3.Drugs manufacturing, chemicals compounding, medical advices, acupuncture, physician services, nursing services
4.Hacking, phising, mirroring website
5.MLM services, insurance services, investment services, money game
6.Mobilization services, fundraising services, services of making bomb and/or weapons, explosives compounding services
7.Political consulting services, public administration survey, art and literature services such as caricatures / story / song / sketch / design / movies / leaflets relating to Head of State / Military / Police / Political Party or associated with the symbol of The State, Language, Flag and National Anthem of the Republic of Indonesia
8.Retrieval, reproduction, sale, dissemination of photo / moving image / animation / sketches / illustrations / voice / text / sound / conversation that explicitly includes sexual intercourse, sexual abuse, masturbation, nudity, genitals, child pornography, beastiality / zoophilia /mating with animals
9.Sales, distribution, adaptation of literary and artistic works such as movies / music / books / design / images that potentially violate Third Party’s Intellectual Property Rights
4.4 Services. Freelancers shall perform Services in a professional and workmanlike manner and shall timely deliver any agreed-upon Work Product to Clients.
4.5 Work Product’s Responds. Clients have to respond Freelancer’s first draft within 14 (fourteen) days since Freelancers submit for further review. If Clients give no respond within the time limit, Clients are deemed to have agreed of the Service and Sribulancer will pay Freelancer. Intelectual Property Rights in Work Product shall be owned by Client after the Service finish.
4.6 Freelancer work classification. This Agreement does not create a partnership or agency relationship between Client and Freelancer. Freelancer does not have authority to enter into written or oral - whether implied or express - contracts on behalf of Client. Freelancer acknowledges that Sribulancer does not, in any way, supervise, direct, or control Freelancer's work or Services performed in any manner. Sribulancer does not set Freelancer's working hours and location of work. Sribulancer will not provide Freelancer with training or any equipment, labor or materials needed for the Service. Client and Freelancer will be solely responsible for all tax returns and payments required to be filed with or made to any state or local tax authority, with respect to Freelancer's performance of Services.
5.ACKNOWLEDGMENTS BY USERS OF SRIBULANCER'S ROLE
5.1 Intelectual Property Rights. Sribulancer reserve all Intelectual Property Rights in and to the Sribulancer Platform. Users may not use the Sribulancer Platform except as necessary for the purposes of discharging its obligations under this Agreement.
5.2 Cooperation between Client and Freelancers. Users expressly acknowledges, agrees and understands that: (i) the Sribulancer Platform is merely a venue where Users may act as Clients, Freelancers, or Fulltimers; (ii) Sribulancer is not a party to any Service Contracts between Clients and Freelancers/ Fulltimers; (iii) Users recognizes, acknowledges and agrees that Freelancers/ Fulltimers is not an employee of Sribulancer and that Sribulancer does not, in any way, supervise, direct, or control Freelancers/ Fulltimers work or Services; (iv) Sribulancer shall not have any liability or obligations under or related to Service Contracts; (v) Sribulancer has no control over Freelancers/ Fulltimers or over the Services promised or rendered by Freelancers/ Fulltimers; and (vi) Sribulancer makes no representations as to the reliability, capability, or qualifications of any Freelancers/ Fulltimers or the quality, security or legality of any Services, and Sribulancer disclaims any and all liability relating thereto.
5.3 Sribulancer's Compensation. All Sribulancer’s Fees are non-refundable.
6.FEES, TAXES, AND INVOICES
6.1 Fee. Sribulancer charges Freelancers a fee for the services of connecting them with the Clients that hire them and collecting payment for work that is equal to 10% of Client's payments. Sribulancer charges no fee from Fulltimers.
6.2 Invoices. Sribulancer shall have no responsibility for determining the necessity of or for issuing any standard invoices. Instead, Freelancer shall be solely responsible for determining whether it is required by applicable law to issue any formal invoices for the Freelancer Fees and for issuing any invoices so required.
6.3 Taxes. All fees and charges payable by Users are exclusive of applicable taxes and duties, including but not limited to service tax. If any deduction is required by law, Users will notify us and will pay us any additional amounts necessary to ensure that the net amount that we receive, after any deduction, equals the amount we would have received if no deduction had been required.
7.CONFIDENTIAL INFORMATION AND PUBLICITY
7.1 Confidential Information. To the extent a Client or Freelancer provides Confidential Information to the other, the recipient shall protect the secrecy of the Confidential Information with the same degree of care as it uses to protect its own confidential information, but in no event with less than due care, and shall not: (i) disclose Confidential Information to anyone except if required by law, regulation, or court order, in which case, the party being compelled to disclose Confidential Informasion will give the other party as much notice as is reasonably practicable prior to disclosing the Confidential Information; and (ii) use the Confidential Information, except as necessary for the performance of Services for the relevant Service Contract (including, without limitation, the storage or transmission of Confidential Information on or through Sribulancer Platform for use by Freelancer). If and when Confidential Information is no longer needed for the performance of Services for the relevant Contract, or at the Client's or Freelancer's written request (which may be made at any time at Client's or Freelancer's sole discretion), Client or Freelancer (as the case may be) shall promptly destroy or return all Confidential Information and any copies thereof contained in or on its premises, systems, or any other equipment otherwise under its control.
7.2 Publicity. Users will not disclose Sribulancer Confidential Information during the Term or at any time during the 5 (five) year period following the end of the Term. Users will take all reasonable measures to avoid disclosure, dissemination or unauthorized use of Sribulancer’s Confidential Information, including, at a minimum, those measures Users take to protect Users’ own confidential information of a similar nature. Users will not issue any press release or make any other public communication with respect to this Agreement or Users’ use of the Service Contract. Users will not misrepresent or embellish the relationship between us, and Users (including by expressing or implying) mislead to Third Party that we support, sponsor, endorse, or contribute to Users or Users’ business endeavors, or express or imply any relationship or affiliation between us and Users or any other person or entity except as expressly permitted by this Agreement.
8.1 Sribulancer makes no express representations or warranties with regard to the services, work product, Sribulancer platform or any activities or items related to this Agreement. Users bear the entire risk as to satisfactory quality, performance, accuracy, availability of applications and content from Sribulancer Platform.
8.2 If in the process of implementation of the job Clients are not satisfied with Freelancers performance or any other reasons, Client can notify Sribulancer, and Sribulancer will run the mediation process as set out in 12.4. If Sribulancer decides that Clients are entitled to get a replacement as the former Freelancer is unqualified, then Sribulancer will allow the Client to look for another Freelancer at no additional cost, or Sribulancer will give some money to the client with amount that will be determined later by Sribulancer.
9.LIMITATION OF LIABILITY
To the maximum extent permitted by applicable law, in no event will Sribulancer be liable for any direct or indirect special, consequential, incidental, exemplary or indirect costs or damages, litigation costs, installation and removal costs, or loss of data, or profit, or otherwise arising under the terms of this Agreement, including, without limitation, damages for loss of goodwill, work stoppage, computer failure or malfunction, or any and all other commercial damages or losses, even if advised of the possibility thereof.
10.1 Indemnification by Client. Each Users shall indemnify, defend and hold harmless Sribulancer and its subsidiaries, affiliates, officers, agents, employees, representatives and agents (each an "Indemnified Party" for purposes of this Section 10) from any and all claims, damages, liabilities, costs, and expenses (including, but not limited to, reasonable attorneys' fees and all related costs and expenses) arising from or relating to (i) such Clients' use of Services, or (ii) any Service Contract entered into between such Clients and Freelancers.
10.2 Indemnification by Freelancer. Each Freelancer shall indemnify, defend and hold harmless the Indemnified Parties from any and all claims, damages, liabilities, costs, and expenses (including, but not limited to, reasonable attorneys' fees and all related costs and expenses) arising from or relating to (i) such Freelancer's provision of Services, or (ii) any Service Contract entered into between such Freelancer and a Client.
10.3 Intelectual Property Rights. Each Users shall indemnify, defend and hold harmless the Indemnified Parties from any and all claims, damages, liabilities, costs, and expenses (including, but not limited to, reasonable attorneys' fees and all related costs and expenses) arising from or relating to any claim, judgment, or adjudication that any Work Product, Services or action or omission by such Users that infringes Intelectual Property Rights or other rights of any third party.
11.TERM, SUSPENSION AND TERMINATION
11.1 Term. The term of this Agreement commences on the date Users register to the Sribulancer and will continues and binding until terminated.
11.2 Termination of Agreement. Clients and Freelancers may not terminate cooperation without Sribulancer’s consent. Sribulancer has the right, but not the obligation, to terminate Users’ Sribulancer account and terminate the agreement if we believe that Users have violated or acted inconsistently with the spirit of this Agreement or violated our rights or those of another party. Without limiting Sribulancer's other remedies, Sribulancer may terminate Users’ account and terminate the Agreement if (a) Users breach any terms and conditions of this Agreement or other written policies and procedures posted on the Site; (b) Client and Freelancer communicate outside Sribulancer Platform for the Service; or (c) Users posted anything violating this Agreement and/or Indonesia laws and regulations. When this User Agreement terminates, all Clients and Freelancers works are also terminate.
12.1 Assignment. Users may not assign, sublicense, sub-contract, or otherwise transfer this Agreement or any of its rights or obligations hereunder, without Sribulancer's prior written consent in the form of a written instrument signed by a duly authorized representative of Sribulancer (and, for the purposes of this, a written instrument shall expressly be given). Any attempted assignment or transfer in violation of this Section will be null and void.
12.2 Compliance. Users shall not violate this Agreement, or Third Party rights, on or related to, the Sribulancer Platform, and agrees to comply with all applicable Indonesia laws and regulations.
12.3 Entire Agreement; Language. This Agreement shall constitute the entire Agreement between the parties with respect to the subject matter hereof and supersedes all prior and contemporaneous communications regarding the subject matter hereof. The terms and conditions contained in this Agreement shall prevail over any inconsistent provisions in any form or other paper submitted by Clients and Freelancers. Bahasa Indonesia language version of this Agreement shall be controlling in all respects and shall prevail in case of any inconsistencies with the English versions, if any.
12.4 Governing Law. This Agreement and any controversy, dispute or claim arising out of or relating to this Agreement, including but not limited to a Service Contract between Clients and Freelancer, shall be governed by and construed in accordance with the Law of Indonesia. Sribulancer and Users hereby agree that any Claims shall first be settled through negotiation. If a Claim remains unresolved by this mean, either party will have the right to demand binding non-appearance-based mediation by Sribulancer Team by pressing "Contact" button, and give a brief case positions. A final and binding judgment will be made by Sribulancer.
12.5 Platform Eligibility. The Sribulancer Platform is available only to legal entities and persons who are at least 21 (twenty one) years old and are capable of forming legally binding contracts under applicable law.
(a) To Users. We may provide any notice to Users under this Agreement by: (i) posting a notice on the Sribulancer Site; or (ii) sending a message to the email address that associated with Users’ account. Notices we provide by posting on the Sribulancer Site will be effective upon posting and notices we provide by email will be effective when we send the email. It is Users’ responsibility to keep Users’ email address current. Users will be deemed to have received any email sent to the email address then associated with Users’ account when we send the email, whether or not Users actually receive the email.
(b) To Us. To give us notice under this Agreement, Users must contact Sribulancer by personal delivery, overnight courier or registered or certified mail to Apartemen 1Park Residences Tower A, Lantai Mezzanine Jl.K.H.Syafi'i Hadzami No 1, Gandaria, Kebayoran Baru Jakarta Selatan 12240 or by email to [email protected] We may update the address or email address for notices to us by posting a notice on the Sribulancer Site. The date of receipt will be deemed the date on which such notice is transmitted.
13.2 Testimonials. From time to time Sribulancer posts Users’ testimonials on the Site, which may contain personally identifiable information such as the Users’ names and pictures. Sribulancer does obtain Users’ consent prior to posting the testimonials and to post their names along with their testimonials.
13.3 Social Networking Site Entrance. Users who access to the Site via their accounts in online social networking tools (if any) are deemed to have consented to the terms of this Agreement and such Users’ personal data which they have provided to those networking tools may be obtained by Sribulancer and be used by Sribulancer. Sribulancer may gain access and use the personal data of such Users so obtained, subject to the other provisions of this Agreement. If Users’ online social networking account terminates, then functions enabled through the link between Users’ Sribulancer account and Users’ online social networking account will terminate as well.
13.4 Force Majeure. Except for the payment of fees to Sribulancer, neither party shall be deemed in default of this Agreement if the delay or failure in performance of any obligation hereunder due to any cause beyond our reasonable control, including acts of God, labor disputes or other industrial disturbances, systemic electrical, telecommunications, or other utility failures, earthquake, storms or other elements of nature, blockages, embargoes, riots, rebellions, acts of government, governmental requirements and regulations or restrictions imposed by law, acts of terrorism, or war or any other cause beyond the reasonable control of such party. The time for performance of such party shall be extended by the period of such delay.