This User Agreement (this “Agreement”) is a contract between you (“you” or “User”), SenseiTutors (“SenseiTutors,” “we” or “us”), and our affiliates to the extent expressly stated. You must read, agree to, and accept all of the terms and conditions contained in this Agreement to be a User of our website located at https:www.SenseiTutors.com (the “Site”) or any part of the Site Services (defined below).
This Agreement includes, and hereby incorporates by reference the Privacy Policy and other relevant agreements located on the Site as they may be in effect and modified from time to time. These agreements are collective, with this Agreement, called the “Terms of Service”.
Subject to the conditions set forth herein, SenseiTutors reserves the right, in its sole discretion, to amend or change this Agreement and the other Terms of Service at any time by posting a revised version on the Site. Changes to this Agreement or the Terms of Service shall be effective upon posting a revised version on the Site, and you understand and agree that if you use the Site or Site Services after the date on which this Agreement or the Terms of Service have been amended or changed, SenseiTutors will treat your use of the Site or Site Services as acceptance of the updated Agreement or Terms of Service. You understand that you should check back frequently and review this Agreement and Terms of Service regularly so that you are readily apprised of your rights and obligations under the most current Agreement and/or Terms of Service. We reserve the right to change, modify, withdraw, suspend or even permanently discontinue all or any portions of the Site or Site Services at any time, without any liability or obligation to you.
YOU UNDERSTAND THAT BY USING THE SITE OR SITE SERVICES, YOU AGREE TO BE BOUND BY THE TERMS OF SERVICE. IF YOU DO NOT ACCEPT THE TERMS OF SERVICE IN ITS ENTIRETY, YOU MUST NOT ACCESS OR USE THE SITE OR THE SITE SERVICES EXCEPT AS PERMITTED BY THE TERMS OF SERVICE.
ARBITRATION NOTICE: EXCEPT FOR CERTAIN TYPES OF DISPUTES DESCRIBED IN THE ARBITRATION CLAUSE BELOW, YOU AGREE THAT DISPUTES BETWEEN YOU AND SenseiTutors WILL BE RESOLVED BY MANDATORY BINDING ARBITRATION AND YOU WAIVE ANY RIGHT TO PARTICIPATE IN A CLASS-ACTION LAWSUIT OR CLASS-WIDE ARBITRATION.
By registering for an account to use the Site or Site Services (an “Account”), by using the Site or Site Services after the Effective Date if you had an Account on the Effective Date, or by clicking to accept the Terms of Service when prompted on the Site, you agree to abide by this Agreement and the other Terms of Service.
To access and use certain portions of the Site and the Site Services, you must register for an Account. Subject to the Terms of Service, certain portions of the Site are available to you, including those portions before your Account registration is accepted. SenseiTutors reserves the right to decline a registration to join SenseiTutors for any lawful reason.
SenseiTutors offers the Site and Site Services for your educational, personal, non-commercial purposes only and not for business use. You agree not to reproduce, modify, distribute, submit or display any Project, session or Work Product (defined below). To register for an Account or use the Site and Site Services, you must, and hereby represent that you (a) are an individual 18 years or older who can form legally binding contracts, (b) are legally qualified to enter a binding contract with us, (c) are not prohibited by law from using Site Services, (d) do not have more than one Account and (e) have not previously been removed from Site or Site Services by us, unless you have our express written permission to create a new Account after your removal.
To register for an Account to join the Site, you must complete a User profile (“Profile”). You agree that your Account may from time to time be publicly displayed if you provide testimonials regarding the use of the Site Services. You agree to provide true, accurate, and complete information on your Profile and all registration and other forms (if any) you access on the Site or provide to us and to update your information to maintain its truthfulness, accuracy, and completeness. You agree not to provide any false or misleading information about your identity or location and to correct any such information that is or becomes false or misleading.
You agree not to request or allow another person to create an Account on your behalf, for your use or for your benefit. You may not have more than one account on Site Services. Upon closure of an Account, SenseiTutors may close any or all related Accounts and may, in its sole discretion, refuse further access to Site or Site Services.
When you register for an Account and from time to time thereafter, your Account will be subject to verification, including, but not limited to, validation against third-party databases or the verification of one or more official government or legal documents that confirm your identity, your location, inter alia. You authorize SenseiTutors, directly or through third parties, to make any inquiries necessary to validate your identity, your location, and confirm your ownership of your email address or financial accounts, subject to applicable law. When requested, you must timely provide us with complete information about yourself which includes, but is not limited to, providing official government or legal documents.
When you register for an Account, you will be asked to choose a username and password for the Account. You are entirely responsible for safeguarding and maintaining the confidentiality of your username and password and agree not to share your username or password with any person. You authorize SenseiTutors to assume that any Site usage with your username and password is performed by you. You agree to notify us immediately if you suspect or become aware of any unauthorized use of your Account or any unauthorized access to the password for your Account. You further agree not to use the Account or Site with the username and password of another User of the Site.
The Site is a marketplace where Users can get use of Site Services. Subject to the Terms of Service, SenseiTutors provides the Site Services to Users, including hosting and maintaining the Site, facilitating the formation of Service Contracts, and assisting Users in resolving disputes that may arise in connection with those Service Contracts. When a User enters a Service Contract the User uses the Site to invoice and pay any amounts owed under the Service Contract.
SenseiTutors is a platform (or marketplace) where Writers and tutors can offer writing and tutoring services to Users seeking writing services. Writing services may include copy-editing. Copy-editing of your text includes checking the grammar (correction of all grammatical errors), spelling (correction of all spelling errors), punctuation (correction of all punctuation errors), consistency (imposing a consistent style) and textual structure (ensuring that the structure is well organized). Writing services may also include development (any writing apart from ensuring consistent structure), rewriting, critique or evaluation of the text. Users must always cite the Writer who performed the writing services. All Users must acknowledge and agree that they understand that SenseiTutors is not and will never be a party to any agreements for writing services between Users and Writers. Through the Site and Site Services, Writers may be notified of Users that may be seeking the services they offer, and Users may be notified of Writers that may offer the services they seek. At all times, however, Users are wholly responsible for evaluating and determining the suitability of any Project or Writer.
YOU ACKNOWLEDGE, AGREE, AND UNDERSTAND THAT SenseiTutors IS NOT A PARTY TO THE RELATIONSHIP OR ANY DEALINGS BETWEEN USERS AND WRITERS.Without limitation, Users are solely responsible for (a) ensuring the accuracy and legality of any Site Services, (b) determining the suitability of Writers for a Service Contract (such as any interviews, vetting, background checks, or similar actions), (c) negotiating, agreeing to and executing any terms or conditions of Service Contracts and (d) paying for Service Contracts or Writer Services. You further acknowledge, agree and understand that you are solely responsible for assessing whether to enter into a Service Contract with any Writer and for verifying any information about such Writer. SenseiTutors does not (a) make any representations about or guarantee the truth or accuracy of any listings on the Site, (b) verify any feedback or information provided by Users about Writers, and (c) vet or otherwise perform background checks on Users or Writers except as provided hereof.
YOU ACKNOWLEDGE, AGREE, AND UNDERSTAND THAT SenseiTutors DOES NOT, IN ANY WAY, SUPERVISE, DIRECT, CONTROL, OR EVALUATE WRITERS OR THEIR WORK ITSELF AND IS NOT RESPONSIBLE FOR ANY SERVICE CONTRACTS, PROJECT, PROJECT TERMS OR WORK PRODUCT.
SenseiTutors makes no representations about and does not guarantee, and you agree not to hold SenseiTutors responsible for, (i) the quality, safety, or legality of Writer/Tutor Services, (ii) the qualifications, background, or identities of Users and Writers, (iii) the ability of Writers to deliver Writer/Tutor Services, (iv) the ability of Users to pay for Writer/Tutor Services, (v) User and Writer/Tutor Content, statements or posts made by Users and Writers or (vi) the ability or willingness of a User or Writer/Tutor to actually complete a transaction.
You also acknowledge and agree that Writers are solely responsible for determining, and have the sole right to determine, which Projects to accept, the time, place, manner, and means of providing any Writer Services, the type of services they provide and the price they charge for their services or how that pricing is determined or set. You further acknowledge and agree that: (i) you are not an employee of SenseiTutors, and you are not eligible for any of the rights or benefits of employment (including unemployment and/or workers compensation insurance), (ii) SenseiTutors will not have any liability or obligations under or related to Service Contracts and/or Writer Services for any acts or omissions by you or other Users, (iii) SenseiTutors does not, in any way, supervise, direct, or control any Writer or Writer Services, impose quality standards or a deadline for completion of any Writer Services or dictate the performance, methods or process Writer uses to perform services, (iv) Writers are free to determine when and if to perform Writer Services, including the days worked and time periods of work, and SenseiTutors does not set or have any control over Writer’s pricing, work hours, work schedules or work location, nor is SenseiTutors involved in any other way in determining the nature and amount of any compensation that may be charged by or paid to Writer for a Project, (v) Writer will be paid at such times and amounts as agreed with a User in a given Service Contract, and SenseiTutors does not, in any way, provide or guarantee Writer a regular salary or any minimum, regular payment, (vi) SenseiTutors does not provide Writers with training or any equipment, labor, tools, or materials related to any Service Contract, and (vii) SenseiTutors does not provide the premises at which Writers will perform the work. You agree that Writers are free to use subcontractors or employees to perform Writer Services and may, in their sole discretion, delegate work to Writer’s subcontractor(s) or employee(s). If a Writer uses subcontractors or employees, Writer further agrees and acknowledges that the Terms of Service applies to SenseiTutors’s relationship, if any, with Writer’s subcontractors and employees as well and Writer is solely responsible for Writer’s subcontractors and employees.
Writer acknowledges and agrees that the Writer is solely responsible (a) for all tax liability associated with payments received by Writer from Users or through SenseiTutors, and that SenseiTutors will not withhold any taxes from payments to Writer or act in the capacity of Writer’s tax agent in any case, (b) to obtain any liability, health, workers’ compensation, disability, unemployment or other insurance needed, desired, or required by law, and that Writer is not covered by or eligible for any insurance from SenseiTutors, (c) for determining whether Writer is required by applicable law to issue any particular invoices for the Writer fees and for issuing any invoices so required, (d) for determining whether Writer is required by applicable law to remit to the appropriate authorities any value added tax or any other taxes or similar charges applicable to the Writer fees and remitting any such taxes or charges to the appropriate authorities, as appropriate, and (e) if outside of the United States, for determining if SenseiTutors is required by applicable law to withhold any amount of the Writer fees and for notifying SenseiTutors of any such requirement and indemnifying SenseiTutors for any requirement to pay any withholding amount to the appropriate authorities (including penalties and interest). In the event of an audit of SenseiTutors, Writer agrees to promptly cooperate with SenseiTutors and provide copies of Writer’s tax returns and other documents as may be reasonably requested for purposes of such audit, including but not limited to records showing Writer is engaging with SenseiTutors and Users as an independent contractor, as Writer represented to SenseiTutors.
If a User and Writer decide to enter into a Service Contract, the Service Contract is a contractual relationship directly between the User and Writer. User and Writer have complete discretion both with regard to whether to enter into a Service Contract with each other and with regard to the terms of any Service Contract.YOU ACKNOWLEDGE AND AGREE THAT SenseiTutors IS NOT A PARTY TO ANY SERVICE CONTRACT, THAT THE FORMATION OF A SERVICE CONTRACT BETWEEN USERS AND WRITERS WILL NOT, UNDER ANY CIRCUMSTANCE, CREATE AN EMPLOYMENT OR OTHER SERVICE RELATIONSHIP BETWEEN SenseiTutors AND ANY WRITER OR A PARTNERSHIP OR JOINT VENTURE BETWEEN SenseiTutors AND ANY USER.
With respect to any Service Contract, Users and Writers may enter into any written agreements that they deem appropriate provided that any such agreements do not conflict with, narrow or expand SenseiTutors’s rights and obligations under the Terms of Service, including this Agreement.
For disputes arising between Users and Writers, you agree to abide by SenseiTutors’s internal dispute process. If the dispute process does not resolve your dispute, you may pursue your dispute independently, but you acknowledge, agree and understand that SenseiTutors will not and is not obligated to provide any dispute assistance beyond Nerdflix’s internal dispute process.
SenseiTutors charges service fees to Users for using the Site’s communication services. The Writer’s fees and service fees (to use the Site and Site Services) are paid solely by User to SenseiTutors. Payments received from User are processed by SenseiTutors on behalf of the Writer and credited to the Writer. Writer appoints SenseiTutors as its limited payment collection agent solely for the purpose of accepting funds from User on behalf of Writer. Writer agrees that any payment made by User to SenseiTutors shall be considered the same as a payment made directly to Writer, and Writer will make the Writer Services available to User in the agreed-upon manner as if Writer had received the payment directly from User. Writer understands that SenseiTutors’s obligation to pay Writer is subject to and conditional upon successful receipt of the associated payments from User. SenseiTutors guarantees payments to Writer only for such amounts that have been successfully received by SenseiTutors from User. In accepting appointment as the limited payment collection agent of Writer, SenseiTutors assumes no liability for any acts or omissions of the Writer.
If User is in Default, SenseiTutors will be entitled to the remedies described in this Terms of Service in addition to such other remedies that may be available under applicable law or in any written agreement between User and SenseiTutors. Upon Default, SenseiTutors may, without notice, temporarily or permanently close User’s Account and revoke User’s access to the Site and Site Services, including User’s authority to use the Site to process any additional payments, enter into Service Contracts or obtain any additional Services (if applicable) through the Site. Without limiting the other available remedies, User must pay SenseiTutors upon demand for any amounts owed, plus attorneys’ fees and other costs of collection to the extent permitted by applicable law.
In order to use certain Site Services, User must provide valid account information and may, in SenseiTutors’s sole discretion, be required to provide at least one valid Payment Method.
User hereby authorizes SenseiTutors to run credit card authorizations on all credit cards provided by User, to store credit card and banking or other financial details as User’s method of payment consistent with our Privacy Policy and to charge User’s credit card (or any other Payment Method) for any amounts owed under the Terms of Service. To the extent permitted by applicable law and subject to our Privacy Policy, you acknowledge and agree that we may use certain third-party vendors and service providers to process payments and manage your Payment Method information.
By providing Payment Method information through the Site and authorizing payments with the Payment Method, User represents, warrants, and covenants that User is legally authorized to provide such information and is legally authorized to make payments using the Payment Method(s). When User authorizes a payment using a Payment Method, User represents and warrants that there are sufficient funds or credit available to complete the payment using the designated Payment Method. To the extent that any amounts owed under the Terms of Service cannot be collected from User’s Payment Method(s), User is solely responsible for paying such amounts by other means.
Because the use of any Payment Method may be limited by applicable law or by agreement with your financial institution, SenseiTutors is not liable to any User or Writer if SenseiTutors does not complete a transaction as a result of any such limit or if a financial institution fails to honor any credit or debit to or from an account associated with such Payment Method.
Placing an order on the Site for any Project is free. You shall release the agreed fee immediately on completion and delivery of the Writer Services by the Writer and once the outcome of Writer Services is accepted by you in one lump sum on completion of the Service Contract. After the final outcome of Writer Services is delivered to you, you have 24 hours to send us any complaints or revision requests. If we do not receive payment within 24 hours, we will send you reminder emails or messages regarding the outstanding payment due under the Service Contract.
If there are no complaints sent by you using any of the available methods of contact or once the entire agreed upon sum is received by SenseiTutors, it is deemed that the outcome of Writer Services is complete and is to your satisfaction, and therefore, no revision or refund will be possible. Please, review your order carefully before releasing the full amount of money reserved for the Service Contract.
We are authorized to act on behalf of the Tutors to assess refund requests on a case-by-case basis as there are usually unique reasons why a refund request is made. Please note, we may require documented proof that the quality of the Tutoring Services is low. Should you feel it necessary to make a refund request, we will first conduct our own independent investigation of your order and your reasons for requesting a refund. After comparing our findings with your reasons for dissatisfaction, necessary corrective actions will be taken if deemed necessary by SenseiTutors in its sole discretion. Where money is reimbursed to you because of mistakes or some irrelevance to the initial instructions, SenseiTutors, in its sole discretion, will evaluate the quality of the Tutor Services and refund an amount comparable to the percentage of incorrect content in the delivered texts and mistakes present therein.
We provide various methods of contact (i.e. email, telephone and live chat) to facilitate communication between you, us and the Writer performing Writer Services. SenseiTutors is available to you at any time via any of these methods and will respond to any refund request or other issue promptly. However, if such a request is not received using any of the aforementioned methods within the Refund Period, we will not be obliged to honor or consider the above-mentioned request. In case you are not satisfied with Writer Services, you can submit a refund request according to these Terms of Service and within the Refund Period. Once the Refund Period elapses, we will not refund any amounts paid.
YOU AGREE NOT TO RELY ON THE SITE, THE SITE SERVICES, ANY INFORMATION ON THE SITE OR THE CONTINUATION OF THE SITE. THE SITE AND THE SITE SERVICES ARE PROVIDED “AS IS” AND ON AN “AS AVAILABLE” BASIS. SenseiTutors MAKES NO REPRESENTATIONS OR WARRANTIES WITH REGARD TO THE SITE, THE SITE SERVICES, WORK PRODUCT, OR ANY ACTIVITIES OR ITEMS RELATED TO THIS AGREEMENT OR THE TERMS OF SERVICE. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, SenseiTutors DISCLAIMS ALL EXPRESS AND IMPLIED CONDITIONS, REPRESENTATIONS, AND WARRANTIES INCLUDING, BUT NOT LIMITED TO, THE WARRANTIES OF MERCHANTABILITY, ACCURACY, FITNESS FOR A PARTICULAR PURPOSE, TITLE AND NON-INFRINGEMENT. SOME JURISDICTIONS MAY NOT ALLOW FOR ALL OF THE FOREGOING LIMITATIONS ON WARRANTIES, SO TO THAT EXTENT, SOME OR ALL OF THE ABOVE LIMITATIONS MAY NOT APPLY TO YOU.
TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL SenseiTutors, ITS AFFILIATES, AGENTS, DIRECTORS, EMPLOYEES, SUPPLIERS OR LICENSORS BE LIABLE FOR ANY DIRECT, INDIRECT, PUNITIVE, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR EXEMPLARY DAMAGES, INCLUDING, WITHOUT LIMITATION, DAMAGES FOR LOSS OF PROFITS, GOODWILL, USE, DATA OR OTHER INTANGIBLE LOSSES, ARISING OUT OF OR RELATING TO THE USE OF, OR INABILITY TO USE, THIS SERVICE. UNDER NO CIRCUMSTANCES WILL SenseiTutors BE RESPONSIBLE FOR ANY DAMAGE, LOSS OR INJURY RESULTING FROM HACKING, TAMPERING OR OTHER UNAUTHORIZED ACCESS OR USE OF THE SERVICE OR YOUR ACCOUNT OR THE INFORMATION CONTAINED THEREIN.
TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, SenseiTutors ASSUMES NO LIABILITY OR RESPONSIBILITY FOR ANY (I) ERRORS, MISTAKES OR INACCURACIES OF CONTENT, (II) PERSONAL INJURY OR PROPERTY DAMAGE, OF ANY NATURE WHATSOEVER, RESULTING FROM YOUR ACCESS TO OR USE OF OUR SERVICE, (III) ANY UNAUTHORIZED ACCESS TO OR USE OF OUR SECURE SERVERS AND/OR ANY AND ALL PERSONAL INFORMATION STORED THEREIN, (IV) ANY INTERRUPTION OR CESSATION OF TRANSMISSION TO OR FROM THE SERVICE, (V) ANY BUGS, VIRUSES, TROJAN HORSES OR THE LIKE THAT MAY BE TRANSMITTED TO OR THROUGH OUR SERVICE BY ANY THIRD PARTY, (VI) ANY ERRORS OR OMISSIONS IN ANY CONTENT OR FOR ANY LOSS OR DAMAGE INCURRED AS A RESULT OF THE USE OF ANY CONTENT POSTED, EMAILED, TRANSMITTED OR OTHERWISE MADE AVAILABLE THROUGH THE SERVICE AND (VII) DEFAMATORY, OFFENSIVE, OR ILLEGAL CONDUCT OF ANY THIRD PARTY. IN NO EVENT SHALL SenseiTutors, ITS AFFILIATES, AGENTS, DIRECTORS, EMPLOYEES, SUPPLIERS OR LICENSORS BE LIABLE TO YOU FOR ANY CLAIMS, PROCEEDINGS, LIABILITIES, OBLIGATIONS, DAMAGES, LOSSES OR COSTS IN EXCESS OF THE AMOUNT THAT YOU HAVE ACTUALLY PAID FOR THE SERVICES IN THE PAST TWELVE MONTHS, OR ONE HUNDRED DOLLARS ($100.00), WHICHEVER IS GREATER.
THIS LIMITATION OF LIABILITY SECTION APPLIES WHETHER THE ALLEGED LIABILITY IS BASED ON CONTRACT, TORT, NEGLIGENCE, STRICT LIABILITY OR ANY OTHER BASIS, EVEN IF SenseiTutors HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGE. THE FOREGOING LIMITATION OF LIABILITY SHALL APPLY TO THE FULLEST EXTENT PERMITTED BY LAW IN THE APPLICABLE JURISDICTION.
In addition to the recognition that SenseiTutors is not a party to any contract between Users and Writers, you hereby release SenseiTutors, our affiliates, and our respective officers, directors, agents, subsidiaries, joint ventures, employees and service providers from claims, demands, and damages (actual and consequential) of every kind and nature, known and unknown, arising out of or in any way connected with any dispute you have with another User or Writer, whether it be in law or in equity that exist as of the time you enter into this agreement. This release includes, for example and without limitation, any disputes regarding the performance, functions and quality of the Writer Services provided to User by a Writer and requests for refunds based upon such disputes.
You will indemnify, defend and hold harmless SenseiTutors, our affiliates and our respective directors, officers, employees, representatives and agents (each an “Indemnified Party”) for all Indemnified Claims and Indemnified Liabilities relating to or arising out of: (a) your use of the Site and the Site Services, including any payment obligations or default incurred through use of the Site Services, (b) any Service Contract you enter into, including, but not limited to, the classification of a Writer as an independent contractor, the classification of SenseiTutors as an employer or joint employer of Writer, any employment-related claims, such as those relating to employment termination, employment discrimination, harassment or retaliation and any claims for unpaid wages or other compensation, overtime pay, sick leave, holiday or vacation pay, retirement benefits, worker’s compensation benefits, unemployment benefits or any other employee benefits, (c) your failure to comply with the Terms of Service or the terms of relevant Service Contract, (d) your failure to comply with applicable law, (e) your negligence, willful misconduct or fraud and (f) defamation, libel, violation of privacy rights, unfair competition, or infringement of Intellectual Property Rights or allegations thereof to the extent caused by you.
You agree that any Work Product or Writer Services are for personal and non-commercial use only and the payment you make to SenseiTutors is in consideration of the time and effort put into conducting relevant research and writing pertaining to your Project as well as all the necessary maintenance and administration for the delivery of your Work Product. You agree not to reproduce, modify, distribute or display the Work Product in any way on the Internet or in the form of a physical copy except where reasonably necessary for your own personal use.
Unless both you and SenseiTutors expressly agree otherwise in writing, either of us may terminate the Terms of Service in our sole discretion, at any time, without explanation, upon written notice to the other, which will result in the termination of the Terms of Service as well, except as otherwise provided herein. You may provide written notice to us. In the event you properly terminate this Agreement, your right to use the Site and Site Services is automatically revoked and your Account will be closed. Consequently, the User understands and acknowledges that termination of this Agreement (or an attempt to terminate this Agreement) does not terminate or otherwise impact any Service Contract or Project entered into between Users and Writers. If you attempt to terminate this Agreement while having one or more open Projects, you agree that (a) you hereby instruct SenseiTutors to close any open contracts, (b) you will continue to be bound by this Agreement and the other Terms of Service until all such Projects have closed on the Site, (c) SenseiTutors will continue to perform those Site Services necessary to complete any open Project or related transaction between you and the Writer and (d) you will continue to be obligated to pay any amounts accrued but unpaid as of the date of termination or as of the closure of any open Service Contracts, whichever is later, to SenseiTutors for any Site Services or such other amounts owed under the Terms of Service.
Without limiting SenseiTutors’s other rights or remedies, we may, but are not obligated to, temporarily or indefinitely revoke access to the Site or Site Services, deny your registration or permanently revoke your access to the Site and refuse to provide any or all Site Services to you if: (i) you breach the letter or spirit of any terms and conditions of this Terms of Service, (ii) we suspect or become aware that you have provided false or misleading information to us or (iii) we believe, in our sole discretion, that your actions may cause legal liability for you, other Users, Writers or SenseiTutors or our affiliates, may be contrary to the interests of the Site or may involve illicit or illegal activity. If your Account is temporarily or permanently closed, you may not use the Site under the same Account, a different Account or register under a new Account without SenseiTutors’s prior written consent.
After this Agreement terminates, the terms of this Terms of Service that expressly or by their nature contemplate performance after this Terms of Service terminates or expires will survive and continue in full force and effect. Without limiting any other provisions of the Terms of Service, the termination of this Agreement for any reason will not release you or SenseiTutors from any obligations incurred prior to termination of this Agreement or that thereafter may accrue in respect of any act or omission prior to such termination.
Any dispute, controversy or claim arising out of or relating to this Terms of Service, including any question regarding its existence, interpretation, validity, breach or termination or the business relationship created by it, shall be referred to and finally resolved by arbitration under the Canadian Arbitration Association Arbitration Rules. The place of the arbitration shall be Toronto, Ontario. The language of the arbitration shall be in English. The arbitral tribunal must select its award from one of the final offers made by each of the parties, in its entirety and without modification. The arbitral tribunal need not provide detailed reasons for its award. An oral hearing need not be held. There will be no appeal from the decision of the arbitral tribunal on questions of fact, law, or mixed fact and law.
Discovery and rights to appeal in arbitration are generally more limited than in a lawsuit, and other rights that you and we would have in court may not be available in arbitration. Neither you nor we will participate in a class action or class-wide arbitration for any claims covered by this agreement to arbitrate. You are giving up your right to participate as a class representative or class member on any class claim you may have against us including any right to class arbitration or any consolidation of individual arbitrations. Any provision of applicable law notwithstanding, the arbitrator will not have authority to award damages, remedies or awards that conflict with this Terms of Service.
This Agreement, and all claims or causes of action (whether in contract, tort or statute) that may be based upon, arise out of or relating to this Agreement, or the negotiation, execution or performance of this Agreement (including any claim or cause of action based upon, arising out of or related to any representation or warranty made in or in connection with this Agreement or as an inducement to enter into this Agreement), shall be governed by, and enforced in accordance with, the laws of the province of Ontario and the federal laws of Canada. You acknowledge and agree that the United Nations Convention on Contracts for the International Sale of Goods do not apply to these Terms of Service.
Before serving a demand for arbitration, you and SenseiTutors agree to first notify each other of any claims. You agree to notify SenseiTutors of the claim and SenseiTutors agrees to provide to you a notice at your email address on file (in each case, a “Notice”). You and SenseiTutors then will seek informal voluntary resolution of the claim. Any notice must include pertinent account information (if any), a brief description of the claim and contact information, so that you or SenseiTutors, as applicable, may evaluate the claim and attempt to informally resolve the claim. Both you and SenseiTutors will have 60 days from the date of the receipt of the Notice to informally resolve the other party’s claim, which, if successful, will avoid the need for further action.
This Terms of Service (and all documents incorporated by reference) constitutes the entire agreement between the parties pertaining to the subject matter hereof and supersedes all prior agreements and understandings between the parties hereto with respect to the subject matter hereof, whether written or oral. No amendment, modification or supplement of any provision of this Terms of Service will be valid or effective unless made in accordance with the express terms of this Terms of Service.
User may not assign the Terms of Service, or any of its rights or obligations hereunder, without SenseiTutors’s prior written consent signed by a duly authorized representative of SenseiTutors. SenseiTutors may freely assign this Agreement and the other Terms of Service without User’s consent. Any attempted assignment or transfer in violation of this subsection will be null and void. Subject to the foregoing restrictions, the Terms of Service are binding upon, and will inure to the benefit of the successors, heirs, and permitted assigns of the parties.
Unless otherwise stated herein, should any provision of this Terms of Service be held invalid or unenforceable for any reason or to any extent, such invalidity or enforceability shall not in any manner affect or render invalid or unenforceable the remaining provisions of this Terms of Service and the application of that provision shall be enforced to the fullest extent permitted by law. Any failure by SenseiTutors to enforce this Terms of Service or any provision thereof shall not waive SenseiTutors’s right to do so.
The parties to this Agreement shall be liable for delay or failure in performance resulting from acts beyond the control of that party, including power failures, blizzards and inclement weather, traffic, banking delays, outbreaks of infectious disease or any other public health crisis, including quarantine or other employee restrictions, act of authority whether lawful or unlawful and other acts of God. A party’s performance in such circumstances will be deferred for the period of delay. Where it is reasonably foreseeable that the delay will be indefinite, then the terms which cannot be performed will be deemed invalid and severed from the balance of the Terms of Service as contemplated above. The parties will be excused from performing the severed terms on the basis of frustration. Where it is SenseiTutors who cannot perform, the term will be expressly excluded from SenseiTutors’s scope of liability.
The Site may contain links to third party websites. The inclusion of any website link does not imply an approval, endorsement or recommendation by us. You agree that you access any such website at your own risk, and that such site is not governed by the terms and conditions contained in this Terms of Service. We expressly disclaim any liability for these websites. Your browsing and interaction on any other website, including those that have a link on our website, is subject to that website’s own rules and policies.
Capitalized terms not defined below or above have the meanings described elsewhere in the Terms of Service.
“Default”means failure to pay the Writer Fees or any other amounts when due under the Terms of Service.
“Fixed-Price Contract”means a Service Contract for which User is charged a fixed fee agreed between a User and a Writer, prior to the commencement of a Service Contract, for the completion of all Writer Services contracted by User for such Service Contract.
“including”means including without limitation.
“Indemnified Claim”means any and all claims, damages, liabilities, costs, losses, and expenses (including reasonable attorneys’ fees and all related costs and expenses) arising from or relating to any claim, suit, proceeding, demand, or action brought by you or a third party or other User or Writer against an Indemnified Party.
“Indemnified Liability”means any and all claims, damages, liabilities, costs, losses, and expenses (including reasonable attorneys’ fees and all related costs and expenses) arising from or relating to any claim, suit, proceeding, demand, or action brought by an Indemnified Party against you or a third party or other User or Writer.
“Intellectual Property Rights”means all patent rights, copyright rights, mask work rights, moral rights, rights of publicity, trademark, trade dress and service mark rights, goodwill, trade secret rights and other intellectual property rights as may now exist or hereafter come into existence, and all applications therefore and registrations, renewals and extensions thereof, under the laws of any state, country, territory or other jurisdiction.
“Payment Method”means a valid credit card issued by a bank acceptable to SenseiTutors, a bank account linked to your Account, a PayPal account, a debit card, or such other method of payment as SenseiTutors may accept from time to time at our sole discretion.
“Project”means an engagement for Writer Services that a Writer provides to a User under a Service Contract on the Site.
(”Refund Period”) means the period of 24 hours, commencing on the date and time that the completed Work Product is delivered to you, that is offered to you to request a refund in case you were dissatisfied with the Writer Services.
“Service Contract” means the relationship between a User and a Writer governing the Writer Services to be performed by a Writer for User for a Project.
“Site Services” means your use of SenseiTutors’s Site, the associated web pages services, features, publications and functions made available by SenseiTutors and the SenseiTutors Site, any Work Product or Outcome of Writer Services, and any and all branded, equivalent, mirror, replacement, substitute or backup websites and web pages and those containing authorized content owned by SenseiTutors.
“Substantial Change”means a change to the terms of the Terms of Service that reduces your rights or increases your responsibilities.
“Work Product”or“Writer Services”means any tangible or intangible results or deliverables that Writer agrees to create for, or actually delivers to, User as a result of performing the Writer Services, including, but not limited to, configurations, computer programs, or other information, or customized hardware, and any intellectual property developed in connection therewith.