GENERAL USER AGREEMENT

For WhereismyGC.com LC

Last revised on Aug 8th, 2014.

This user agreement ("User Agreement" or "Agreement") is a contract between you and WhereismyGC.com LLC ("WhereismyGC" or "Whereismygc.com") if you are a user f www.whereismygc.com, and www.qesehmk.org sites and all related mobile applications (called as Sites henceforth). This user agreement supersedes the agreement on www.qesehmk.org. The Sites are offered to you conditional on your acceptance of the User Agreement. Please review the terms and conditions set out below before using the Sites. Your continued use of the Sites after such time will signify your acceptance of his User Agreement. By accessing WhereismyGC on its websites (www.whereismygc.com & www.qesehmk.org) or on the mobile applications (together referred to as WhereismyGC henceforth), you are agreeing to be bound by these Terms and Conditions of Use, all applicable laws and regulations, and agree that you are responsible for compliance with any applicable local laws. If you do not agree with any of these terms, you areprohibited from using or accessing this site. 

This User Agreement and all policies and terms incorporated by reference constitute the entire agreement between you and WhereismyGC as to its subject matter.

If you do not agree to any of these terms and conditions you should immediately cease to use the Sites. Please note that we may close, suspend, or limit your access to your whereismygc.com account ("Account") or the Services provided by us on the Sites ("Services"), and/or limit access to your funds if you carry out activities which are in contravention of this User Agreement and its associated policies incorporated by reference.

Amendment of User Agreement

WhereismyGC may amend or modify this User Agreementin whole or in part from time to time, without notice (unless such prior notice is required by law), by posting an amended User Agreement on the Sites or any linked information. Such updated version of the User Agreement will be effective at the time we post it. Your continued use of the Software following any such changes will constitute your acceptance of those changes. WhereismyGC's failure to enforce your strict compliance with the Agreement ill not constitute a waiver of any of its rights. If any term of this Agreementis found invalid, void, or unenforceable, that part will be deemed severable and will not affect the validity and enforceability of any remaining terms.


1. ELIGIBILITY

WhereismyGC offers its Services to its Users. We shall have absolute discretion as to whether or not we accept a particular applicant or site for participation in the service. The Sites are available only to individuals or corporate entities that can form legally binding contracts under applicable law. Without limiting the foregoing, the Sites are not availableto persons under 18 years of age. If Users do not qualify, they cannot use anyof WhereismyGC’s Services including, but not limited to, those that require the User's ability to form legally binding contracts. Each User is responsible for what occurson their Account and must report any unauthorized use of their Account to us.


2. USERS

The terms "You", "Your", "User", or "Users" refer to anyone accessing our Services or Sites for any reason.

WhereismyGC provides a venue to introduce Users whowish to provide professional immigration services ("Professionals") and Users who seek such professional services ("Clients") (respectively or jointly as the "Parties" and individually as a "Party"). The Sites enable Users to work together online to create and consume a professional service ("Professional Service" or "Service") that the Professionals provide and Clients consume.


3. LEGAL RELATIONSHIP BETWEEN YOU AND WhereismyGC.com


3.1 Termination

WhereismyGC reserves the right to terminate the participation of any User without reason but expressly including any User that WhereismyGC judges to be in violation of the User Agreement. Without limiting the foregoing, WhereismyGC may terminate the participation of a User if we think that they are creating problems, legal liabilities (actual or potential), infringing someone else's intellectual property rights, engaging in fraudulent, immoral or illegal activities, or for other similar reasons.


3.2 Relationship between Users

The parties to a service are the Professional, the lient and Whereismygc.com. Whereismygc.com is a party to a service for purposes limited to (a) the provision of the virtual venue (“MarketPlace”) and hosting of the Sites(s) to enable collaboration of Professionals and services, (b) definition of standardized professional services & setting of prices atthe MarketPlace (c) accepting & processing Client payment, disbursing the payment to the Professional, and (d) Processing claims for refund as per the service terms and site policy, and provision of a process for Clients and Professionals to use when there is a disagreement about satisfactory completion of a service.

Although WhereismyGC provides a virtual environmentfor definition of services and assessment of Professional suitability, each Professional and each Client acknowledges and agrees that, once they enter nto an agreement with each other through MarketPlace and are responsible for fulfilling that agreement towards each other. WhereismyGC can’t be held responsible for any breach of such agreement. Depending on their jurisdiction, Professionals and Clients may have rights under statutory warranties that cannot lawfully be excluded. Nothing in this agreement is intended to override a right that by applicable law may not be excluded. However, to the maximum extent permitted by law, the liability of WhereismyGC for any services it provides is limited to providing a process for dispute resolution between the Parties and in some cases processing of refund.

Upon the Client purchasing a service and Professional accepts; the Professional agrees to deliver the Services in accordance withthe following agreements: (1) the User Sales Agreement; and (2) the General User Agreement available on the Sites, as amended from time to time; to the extent not inconsistent with the User Sales Agreement. Whereismygc.com agrees to provide the venue and host the Sites, including the hosting of the service.


3.3 User Responsibilities

The responsibilities of the Professional and Clientare set out as follows:

When you enter into a transaction, you create a legally binding contract with another User, unless the transaction is prohibited bylaw or by this General User Agreement.

You are responsible for ensuring that you comply with your obligations to other Users. If you do not, you may become liable to that User(s). You must ensure that you are aware of any domestic laws (including common law), international laws, statutes, ordinances and regulations relevant to you as a Client or Professional, or in any other uses you make of the Sites.

If another user breaches any obligation to you including failure to maintain privacy or breach of Services Agreement, you are primarily responsible for enforcing any rights that you may have. WhereismyGC only has the limited responsibility to operate the MarketPlace. WhereismyGC doesn’t enforce the contract between the Professionals and Clients.

Clients can cancel the service any time prior to a Professional’s acceptance of the case/s related to the purchase of the service.

Client may opt to choose a specific professional orany first available professional while purchasing a service.

A Professional must familiarize with the Service terms and delivery timelines prior to accepting a case.


3.4 No Insurance

WhereismyGC does not offer any form of insurance orother Client or Professional protection which will assist you, because our Sites merely provide the online venue for Users to offer, sell, and buy professional services and we are not otherwise involved in the transactions and interactions between Clients and Professionals. Because user identification on the Internet is difficult, we cannot and do not confirm each User's purported identity.


3.5 Independent Contractors

Each User acknowledges and agrees that the relationship between Users is that of independent contractors. Nothing in this User Agreement creates a partnership, joint venture, agency or employment relationship between: (1) Users; or (2) between us and any User.


3.6 Services offered by WhereismyGC

WhereismyGC offers a wide range of tools, content, services, benefits, and other resources on the Sites of particular interestto immigrants and immigration professionals. These Services are for use only under a non-exclusive, non-transferable, and non-assignable license under these terms and conditions of use. You do not have the right to copy, sell, or otherwise exploit for any commercial purpose the Services or content (in whole or in part), access to this service or use of this service.

Some of the Services offered at the Sites may include feedback to questions by Users of this service and/or articles with original content and opinions. Use of this content or links to this content is at the User's own risk. No warranty is made that the information is accurate or reliable and WhereismyGC and its related entities, directors, officers and agents disclaim all liability and responsibility for any direct or indirect loss or damage you may suffer relying on anything contained in or omitted from this content.


3.7 Terms of use

The User understands and agrees to the following terms:

Our Sites acts as an online MarketPlace to allow Users to offer and buy professional immigration services. As a result you acknowledge and agree that WhereismyGC has no control over the quality or legality of the professional services provided by Users on our Sites, or the ability of Professionals to provide the services or the Clients to pay for the services. We do not guarantee that a User will actually complete the professional services or act lawfully in using the Sites.

Additionally, out Sites also offer a self-service forecasting tool to approximately predict the time to get green card for backlogged applicants in EB and FB category. The Users acknowledge and agree that WhereismyGC claims no accuracy in the forecast provided.

The content provided at the Sites may relate to various immigration related or otherwise subjects and is provided solely for informational and general non-advisory purposes. Users should use their own efforts to confirm such information. All of the information that WhereismyGC provides should not be considered professional or legal advice.

The Sites are a dynamic time-sensitive web site. Assuch, the information on the Sites will be changed frequently. It is possible that some information could be considered offensive, harmful, or inaccurate, andin some cases may be mislabeled or deceptively labeled accidentally by WhereismyGC or accidentally or purposefully by a third-party, regardless of whether such third parties are with or without a legitimate business purpose.

WhereismyGC provides unmonitored access to third-party content. WhereismyGC is only acting as a venue and/or portal, and has no liability based on, or related to, the third-party content on the Sites, whether arising under the laws of copyright or other intellectual property, defamation, libel, privacy, obscenity, or any other legal discipline. This eb site may contain links to third-party web sites. WhereismyGC does not control nor always review the web sites to which we link from the Sites. WhereismyGC, therefore, cannot endorse the content, products, services, practices, policies, or performance of the web sites we link to from the Sites, and Users shouldnot treat any link as such an endorsement or acceptance of veracity or value.

WhereismyGC does not have the resources to nor doesit undertake any obligation to, control, research, verify, validate, or approve the content that is received or viewed on its web site. WhereismyGC expects that the User will undertake necessary activities and practices and will use caution and common sense when using WhereismyGC for User's Account.

In no event shall WhereismyGC or its partners be liable for any damages (including, without limitation, damages for wrong forecast,or due to business interruption,) arising out of the use or inability to use the materials on WhereismyGC's Sites, even if WhereismyGC or a WhereismyGC authorized representative has been notified orally or in writing of the possibility of such damage. Because some jurisdictions do not allow limitations on implied warranties, or limitations of liability for consequential or incidental damages, these limitations may not apply to you.

WhereismyGC reserves the right to modify, suspend, r discontinue the Software, or any part of WhereismyGC, at any time and without notice to you. WhereismyGC will not be liable to you, should it exercise such right.


3.7.1 Use License

   a. Permission is granted to use a copy of the materials (information or software) on WhereismyGC for personal use only. This is the grant of a license, not a transfer of title, and under this license you may not:

      i. Modify or copy the materials;

      ii. Use the materials for any public display (commercial or non-commercial);

      iii. Attempt to decompile or reverse engineer any WhereismyGC software;

      iv. Remove any copyright or other proprietary notations from the materials;

      v. Transfer the materials to another person or "mirror" the materials on any other server.

   b. This icense shall automatically terminate if you violate any of these restrictions and ay be terminated by WhereismyGC at any time. Upon terminating your viewing of these materials or upon the termination of this license, you must destroy any downloaded materials in your possession whether in electronic or printed format.

   c. You shall at all times promptly and fully pay any and all costs, expenses, charges, fees, and/or other sums incurred by or for You under Your use of the Services. For the avoidance of doubt You are deemed to have used the Services and have thus incurred such cost(s) and expense(s) to which You are fully liable regardless of whether such use was by a third party with or without Your authorization and/or howsoever due to Your acquiescence and/or negligence and shall specifically include instances where any SMSs were sent from your mobile phone (or any mobile phone with Your SIM card inserted) regardless of whether or ot the same was sent by or for You or with or without Your knowledge.

   d. We reserve the right, in our absolute discretion, to howsoever amend, suspend, terminate or revise any Service(s)or Terms at any time without any prior notice to you. Specifically, the circumstances in which we may do the aforesaid include but are not limited o:

      i. In accordance with any management or other official decision(s);

      ii. The carrying out of any maintenance, modification, repairs or servicing procedures to any of our equipment, hardware or software or any part thereof, whether due to sudden failure, routine matters, upgrading or otherwise;

      iii. Instances where there is any failure or other interruption of any Service(s) rendered by any third party service provider that we may use from time to time;

      iv. The occurrence of any event of nature;

      v.   Any breach of any of these Terms by You.

   e. You represent and warrant that you understand and accept the risks involved in our exercise of this right. Accordingly, you agree that you will not institute any proceedings or seek any form of compensation whatsoever in respect of any loss or damage you feel you may have incurred out of our exercise of this right. You further agree that any sums whenever and howsoever incurred or paid by You under the Services shall not be refundable.

   f. The aforesaid shall apply, in particular, to the use or the results of any data, reports, or other information generated or derived from the use of the Services by You and specifically in respect of the performance, stability, safety, accuracy, reliability, security, quality, suitability, usefulness, effectiveness completeness, capability, correctness, non-cessation or otherwise of anything rendered to or derived by or for You, under the Services.

   g. We shall further not be liable for any warranty or representation made by any third party in connection with anything, transaction, product(s) and/or service(s) purchased, sold procured or transacted via the Service. Accordingly, You agree to seek any and all redress directly from any such parties for any products or services howsoever procured via our Services.


3.7.2 Disclaimer about Services offered by WhereismyGC

   a. The materials on WhereismyGC are provided "as is". WhereismyGC makes no warranties, expressed or implied, and hereby disclaims and negates all other warranties, including without limitation, implied warranties or fitness for a particular purpose, or non-infringement of intellectual property or other violation of rights. Further, WhereismyGC does not warrant or make any representations concerning the accuracy, likely results, or reliability of the use of the materials on its Internet web site or otherwise relating to such materials r on any sites linked to this site.

   b. The forecasts made on WhereismyGC are general in nature, based on the best available information and directional only. They are not intended as exact prediction about any one individual. Moreover, the forecasting process is inaccurate and limited by the availability of right and accurate data besides other things. WhereismyGC assumes no liability for the use of such forecast by the user.

   c. Accessing WhereismyGC may result in internet charges for your accessing device. The user is responsible for any such charges.

   d. WhereismyGC uses https protocol on its MarketPlace web platform. However, internet is a risky business and it is possible that hackers break into and/or steal information from WhereismyGC’s websites and databases. User agrees to not hold WhereismyGC responsible for any security breaches and resulting loss out ofit.

   e. Any information provided on WhereismyGC is not any advice - legal or otherwise - and the user should use the information at his/her own discretion. The user agrees to not hold WhereismyGC responsible for any such use of the information.  


3.8 Promotion

You agree and acknowledge that unless explicitly requested, WhereismyGC may display your company name, logo and public description of your services and profile as part of the WhereismyGC website(s) and / or other WhereismyGC marketing materials.


3.9 Notices: Consent to Contact

You consent to WhereismyGC contacting you by electronic means as part of delivering the services outlined in this User Agreement. Additionally you consent to being contacted by electronic means by WhereismyGC for the marketing of campaigns, offers, new products or services.


3.10 Refund

For refunds processed through WhereismyGC, we reserve the right to retain a portion or all of the processing charge paid initially bythe Client. We also reserve the right to charge processing charge on the refund. Any extra processing charge will be billed to the User that requested termination of the contract.


4. FEES

WhereismyGC's fees and charges which can be found on the Sites. WhereismyGC reserves the right to revise the fees and charges at any time.

All fees will be assessed in US dollars. Your Account balance and all transactions are made and displayed in US dollars unless otherwise specified.

WhereismyGC earns fees for creating, hosting, maintaining, and providing the Sites, and for all Services delivered by WhereismyGC that are accessible through the Sites and to cover expenses and fees WhereismyGC incurs to banks, credit card companies, PayPal, and payment processors.

WhereismyGC charges a subscription fees to Users for accessing the self service forecasting tool (SSFT). WhereismyGC reserves the right to revise the subscription fees and various plans and promotions it offers at any time. Any revisions are always forward looking.

WhereismyGC doesn’t charge Clients any fees for purchasing immigration services. However, Clients are charged credit card processing charges paid to Paypal, banks, credit card companies and other payment processors. The Service Fees paid by Clients does not include any fees to be paid to any third parties including but not limited to USCIS DoL DoS.

WhereismyGC doesn’t charge any monthly charges to non-Lawyer professionals. We retain percentage of service fees on services rendered by non-lawyers.

For Professionals that are lawyers, we do charge a monthly subscription fees. We DO NOT retain any service fees from the services rendered by Lawyers to Clients.

WhereismyGC reserves the right to terminate your account or subscriptions for failure of payment of related full fees.

WhereismyGC reserves the right to revise standardized services fees anytime. Any revisions will apply next month onwards. WhereismyGC reserves the right to revise any other fees and charges anytime. They will e applicable immediately.


5. SERVICE PAYMENTS to PROFESSIONALS


5.1 Not an escrow service

WhereismyGC does not operate an Escrow service. We however may hold the money with us prior to release the payments to Professionals according to 5.2.

If a Client does not approve of the Professional's ork product, the Parties have the option to resolve the issue through the termsof the Dispute Resolution Services set out below.


5.2 Payments to Professionals

Service fees received from Clients will be payable o Professionals, after any applicable deductions in case of non-Lawyers, 3 days after the Professional has accepted a case and provided the Client hasn’t asked for cancellation. Such fees will be paid to Professionals during next billing cycle in which the balance exceeds $100.


6. ACCOUNTS


6.1 Opening Account

To become a User and access the Sites and Services ou must register for an "Account." You agree to provide true, accurate and complete information as prompted by the registration form and all formsyou access on the Sites, and to update this information to maintain its truthfulness, accuracy and completeness.


6.2 Accounts

You agree that you will not receive interest or other earnings on the funds that WhereismyGC handles as your contractor. WhereismyGC may receive interest on those funds. WhereismyGC will not be liable for any lost interest on such funds.

All amounts are stated in and all payments will be ade in US dollars. WhereismyGC reserves the right to suspend a withdrawal if the source of the funds is suspected to be fraudulent. Any funds received from n Account having made a fraudulent deposit (e.g. stolen credit card) will be reversed immediately. If in a fraudulent payment situation a withdrawal has already been processed, you will be expected to return the funds to your WhereismyGC Account or face termination and any other remedies available to WhereismyGCto recover the funds.

Any User that WhereismyGC removes from the service ue to violation of the User Agreement will receive no credit or payment and will become liable for certain fees described in this User Agreement.

WhereismyGC requires you to make all payments to WhereismyGC and to make payments to and accept payments from other Users in the purchase and sale of Services for WhereismyGC services directly through the mechanisms available on the Sites except when permitted via User Sales Agreement. You understand and agree that WhereismyGC will not hold funds delivered to WhereismyGC from Users for the purchase and sale of Services in a separate account, butmay commingle and deposit such funds with other funds to be paid to other Usersand with funds of WhereismyGC in any account, at any institution, or in any other manner WhereismyGC may decide in its sole discretion from time to time. In addition, you understand that such commingled funds could be used to pay other Users and by WhereismyGC for general corporate purposes or otherwise, provided that WhereismyGC will remain contractually obligated to make payment to you, as a Professional or Client, for any purchases and sales of Services provided y you through WhereismyGC. To the extent WhereismyGC is obligated to make payment to you, you will be an unsecured creditor of WhereismyGC.


6.3 Acknowledgement

You acknowledge that: (1) WhereismyGC is not a bankor other licensed financial institutions and does not provide banking services; (2) the amounts shown as on deposit, in a User Account are not segregated into a separate account but represent unsecured obligations of WhereismyGC to the User with respect to the purchase and sale of Services through WhereismyGC;(3) WhereismyGC is not acting as a trustee or fiduciary with respect to such funds or payments, but is acting only as an agent and (4) amounts transferred through or stored in the payment service are not insured or guaranteed deposits. By initiating and sending payments through WhereismyGC, you appoint WhereismyGC as your agent to obtain the funds and hold and to transfer such funds to the Professional or Client for Services, subject to these terms and conditions.


6.4 Account Balances

If your Account has a negative balance, WhereismyGCmay set off the negative balance with any funds that you subsequently receive into your Account. In the event that WhereismyGC offsets a negative balance pursuant to this clause, it may be bundled with another debit coming out of your Account. To secure your performance of this Agreement, you grant to WhereismyGC a lien on and security interest in and to the funds held in your Account inthe possession of WhereismyGC.


6.5 Inactive Accounts

User Accounts that have been inactive for more than365 days ("Inactive Accounts") will incur a dormant account fee of US$10 per month until either the Account is terminated or reactivated.

WhereismyGC reserves the right to cancel Inactive Accounts with a nil or negative balance.


6.6 Chargebacks

You acknowledge and agree that WhereismyGC will be entitled to recover any chargebacks that may be imposed on WhereismyGC by a credit card issuer on funds paid to you by Clients through the Sites. A chargeback occurs when a Client rejects or reverses a charge on his or her credit card through the credit card issuer. You agree that WhereismyGC may reverse any such payments made to you, which are subject to chargeback via a credit card issuer. To cover the cost of processing chargebacks, WhereismyGC assesses a US$20.00 fee to Users for credit and debit card payment chargebacks.


6.7 Hold on funds

WhereismyGC, in its sole discretion, may place a hold on any or all of the payments you receive when WhereismyGC believes there may e a high level of risk associated with you, your Account, or any or all of your transactions. If WhereismyGC places a hold on any or all of the payments you receive, you will be provided with notice of our actions and the way in which to resolve the issue. If you are involved in a dispute, in certain circumstances WhereismyGC may place a temporary hold on the funds in your account to cover the amount of any potential liability. If the dispute is resolved in your favor, WhereismyGC will lift the temporary hold. If you lose the dispute, WhereismyGC may remove the funds from your Account.


6.8 Insufficient funds in Accounts

If there are not sufficient funds in your User Account to meet outstanding fees and charges, WhereismyGC reserves the right to collect any amounts owing to WhereismyGC by any other legal means.


6.9 Taxes

You are responsible for paying any taxes, includingany goods and services or value added taxes, which may be applicable depending n the jurisdiction of the services provided by WhereismyGC. These taxes will e added to fees billed to you, if applicable.


6.10 Identity Authentication

You authorize WhereismyGC, directly or through third parties, to make any inquiries we consider necessary to validate your identity in compliance with applicable legislation and regulation, as well as for our own anti-fraud measures. This may include asking you for further information, requiring you to provide your date of birth, a taxpayer identification number, a social security number, and other information that will allow us to reasonably identify you; requiring you to take steps to confirm ownership of your email address or financial instruments; ordering a credit report; or verifying your information against third party databases or through other sources. We may ask to see your driver’s license or other relevant identifying documents. In addition, in some circumstances we may ask you to provide photographic identification holding a sign with a code that we provide as an additional identity verification step. The Sites reserves the right to close, suspend, or limit access to your User Account and/or WhereismyGC Services in the event we are unable to obtain or verify to our satisfaction the information required by this clause.


7. AVOIDING COMMISSIONS


7.1 Prohibition on negotiation of fee outside of Sites

You are strictly prohibited from attempting to negotiate the fee for a service with another user directly (outside of WhereismyGC). Soliciting other Users on WhereismyGC for the same service that they are trying to purchase from you via WhereismyGC will be considered breach of this User Agreement.

We aim to provide a fair and open playing field at hereismyGC for Professionals while providing value for the Clients, and such activities interfere with providing such a marketplace.

We believe our subscription fees and commissions are very fair and justified for the service we provide, therefore we will absolutelynot tolerate any fee avoidance or outside negotiations with other Users on Sites.


7.2 Providing contact information

You can make contact with other Users in order to provide a service. But you may not encourage other users to break such a contract in order to enter into a separate contract to provide the same service.


8. USER CONTENT


8.1 Content

The User is solely responsible for content or any other information the User provides to WhereismyGC. User understands and agrees to the following:

WhereismyGC is only acting as a marketplace for standardized immigration services. As part of that we do facilitate distribution of your content to other Users. However, no warranties as to the actual distribution or publication of User content are made or implied. WhereismyGC has the right (but no obligation) to take any action deemed appropriate with respect to User content if it is believed that such content may create liability for WhereismyGC, harm its business operation or reputation, or cause WhereismyGC to lose the services of its suppliers.

Any and all content submitted to the Sites are subject to the approval of the Sites administrators. The Sites reserves the right to reject, approve, or modify User-submitted content upon the discretion of the Sites administrators. Evaluation of User-submitted content is based on certain quality guidelines.

These guidelines, that encompass all objectively quantifiable and aesthetic aspects of User-submitted content, are set solely by the Sites and applied exclusively within the Sites.

User represents and warrants that User's content: (a) will not infringe upon or misappropriate any copyright, patent, trademark, trade secret, or other intellectual property right or proprietary right or right f publicity or privacy; (b) will not violate any law or regulation; (c) will ot be defamatory or trade libelous; (d) will not be obscene or contain child pornography; (e) will not include incomplete, false or inaccurate information about User or any other individual; and (f) will not contain any viruses or other computer programming routines that are intended to damage, detrimentally interfere with, surreptitiously intercept or expropriate any system, data or personal information.

No copyrighted material can be posted on the Sites. A "section" or "excerpt" being no more than 10% of the script's contents may be permitted.


8.2 Grant of License

By submitting User content to WhereismyGC (including, but not limited to creating your Account; posting a profile, posting a portfolio, uploading files, sending messages through or to WhereismyGC), you hereby grant to WhereismyGC a worldwide, exclusive, sub licensable, perpetual, irrevocable, royalty-free license to use, copy, modify, display, and perform User content, under all ser intellectual property and proprietary rights worldwide. For the avoidance of doubt, providing links to content hosted on servers other than that of WhereismyGC (such as a portfolio of sample works hosted on Your own web site) will not e considered "submitting" such content for purposes of this license grant.

WhereismyGC may anonymize the content before using t to maintain User privacy.


8.3 Feedback, Reputation and Reviews

By using the Sites, you acknowledge that you transfer copyright of the feedback, reputation and reviews you leave (whether a "Client" or "Professional"), consisting of comments anda multidimensional rating (e.g. Quality, Timeliness, etc) together with a composite rating by WhereismyGC ("Feedback" ). You acknowledge that this feedback belongs solely to us, notwithstanding that we permit you to use it on our Sites while you remain a member. You may not use it or deal with t in any way inconsistent with WhereismyGC's policies as posted on the Sites rom time to time, without our prior written permission.

You may not do (or omit to do) anything that may undermine the integrity of the Professional feedback system. We are entitled to suspend or terminate your membership at any time if we, in our sole and absolute discretion, are concerned by any feedback about you, or your feedback rating is considered to be problematic to Professional.

WhereismyGC's feedback ratings belong to us and maynot be used for any purpose other than facilitating the exchange of services between Users of the Sites . You may not use your Professional feedback (including, but not limited to, marketing or exporting your composite rating or feedback comments) in any real or virtual venue other than a website operated by WhereismyGC or its related companies without our written permission.


9. USER RESTRICTIONS


9.1 Advertising

Users are prohibited from advertising a website on he Sites. Any URL posted in a bid, service description, or the message board, ust relate to a service on WhereismyGC. An example of a permissible URL would be a User's portfolio or resume page.


9.2 Client

The Client agrees that:

a.      The Client is strictly forbidden from redistributing any of the content of the Sites, including but not necessarily limited to private messages, documentsand support tickets.

b.      The Client will not use the Client's Account to post false or misleading information.

c.      The Client will not falsify the Client's own or any other identity.

d.      The Client will comply with all of WhereismyGC's policies as posted on the Sites from time to time.


9.3 Professional

The Professional agrees that:

The Professional will not redistribute any of the content of the Sites, including but not necessary limited to private messages, documents, and communication with WhereismyGC.

The Professional will not falsify Professional's own or any other identity.

The Professional will comply with all WhereismyGC policies as posted on the Sites from time to time.


9.4 Prohibited use of Sites content

The content and information on the Sites (including, but not limited to, messages, data, information, text, photos, graphics, feedback, reputation, reviews, icons, software, code or other material), as well as the infrastructure used to provide such content and information, is proprietaryto us. All Users agree not to otherwise modify, copy, distribute, transmit, display, perform, reproduce, publish, license, create derivative works from, transfer, or sell or re-sell any information, software, products, or services obtained from or through the Sites. Additionally, you agree not to:

1.      Use the Sites or its contents for any commercial purpose;

2.      Access, monitor or copy any content or information of the Sites using any robot, spider, scraper or other automated means or any manual process for any purpose without our express written permission;

3.      Violate the restrictions in any robot exclusion headers on the Sites or bypass or circumvent other measures employed to prevent or limit access to the Sites;

4.      Take any action that imposes, or may impose, in our discretion, an unreasonable r disproportionately large load on our infrastructure;

5.      Deep-link to any portion of the Sites for any purpose without our express written permission;

6.      "frame", "mirror" or otherwise incorporate any part of the Sites into any other website without our prior written authorization; or

7.      Attempt to modify, translate, adapt, edit, decompile, disassemble, or reverse engineer any software programs used by us in connection with the Sites or the services.


9.5 General restrictions

Users agree that:

1.      Users will not use any automated collection mechanism or any manual process to monitor or copy the web pages comprising the Sites or the content contained therein without the prior written permission of WhereismyGC.

2.      Users will not distribute unsolicited commercial messages ("spam") through the User's Account.

3.      Users will not contact employers or freelancers through the Sites or through information gained from our Sites with the intent of subverting them from using our Services.

4.      Users will not engage in personal attacks, negative or other unfair criticism or other forms of discourteous and unprofessional online conduct or practices.

5.      Users will not create multiple user Accounts for any reason, or under any circumstance.


9.6 Consequences of termination

In the event of termination, Users found in violation of the User Agreement will not receive any credit or payment from WhereismyGC.

Without limiting WhereismyGC's other remedies, to the extent you are in violation of this User Agreement, you must pay WhereismyGC for all fees owed to us and reimburse us for all losses and costs (including any and all WhereismyGC employee time) and reasonable expenses (including legal fees) related to investigating such breach and collecting such fees.

You and WhereismyGC agree that the damages that WhereismyGC will sustain as a result of actions that breach the User Agreement will be substantial, potentially including (without limitation) fines and other related expenses from its payment processors and Professionals, but may be extremely difficult and impracticable to ascertain. If you engage in such activities, then WhereismyGC may fine you up to US$10,000.00 for each such violation and/or WhereismyGC may take legal action against you to recover losses that are in excess of the amount charged. You acknowledge and agree that a fine up to US$10,000.00 is presently a reasonable pre-estimate or minimum estimate of WhereismyGC's damages, considering all currently existing circumstances, including (without limitation) the relationship of the sum to the range of harm to WhereismyGC that reasonably could be anticipated and the anticipation that proof of actual damages may be impractical or extremely difficult.

You agree that WhereismyGC is entitled to deduct such charges directly from any existing balance in the offending Account, or any other WhereismyGC Account owned by you.

Users that are terminated by WhereismyGC on any basis other than violation of this User Agreement will be entitled to receive any payment due from WhereismyGC.

In the event of termination, you will have no claim whatsoever against WhereismyGC in respect of any such suspension or termination of your membership.


9.7 Account Verification

If you do not complete account verification when requested within 12 months of the date of request, your account may be subject to termination.


10. DISPUTE RESOLUTION SERVICES


10.1 Dispute Resolution Services

WhereismyGC offers the Dispute Resolution Services or Clients and Professionals that have entered into a legal agreement on WhereismyGC.

You agree and acknowledge that: (i) WhereismyGC is ot providing legal services; (ii) WhereismyGC will not advise you regarding any legal matters; and (iii) if you desire to have legal counsel, you will seekan independent legal counsel from those licensed to practice law in your jurisdiction. You will not rely on WhereismyGC for any such counsel.

In the event of a dispute between a Client and a Professional, either Client or Professional may elect to use the Dispute Resolution Services offered by WhereismyGC. The Client and Professional will then be notified that the matter will be addressed through the Dispute Resolution Services.

You agree to indemnify and (to the maximum extent permitted by law) hold WhereismyGC and any of our affiliates harmless against any damages or liability you may suffer as a result of using WhereismyGC’s MarketPlace Services or Dispute Resolution Services.

WhereismyGC will respond to disputes initiated by a Professional or a Client in accordance with the Dispute Resolution Servicesas set out in this Clause 10 and in relation to disputes that arise in relation to the provision of the venue, and the hosting of the Sites by WhereismyGC as et out in clause 15.


10.2 Other Disputes

You acknowledge and agree that in the event that a dispute arises between you and another user in relation to any service thatyou will first attempt to resolve any differences that you have in relation to uch service, including in relation to the quality of the services provided.

If you continue to have any difficulties or problems in relation to a dispute with another user in relation to a service we encourage you to contact us as set out in Clause 20.

You agree that any dispute, which must be dealt with in clause 10.1, arising between you and another user will be handled in accordance with this clause. WhereismyGC will have full rights and powers to make a determination for all such disputes. Upon receipt of a dispute, WhereismyGC shall have the right to request the Professional and the Client to provide documentation in support of their claim or position in relation to the dispute. You agree that WhereismyGC has absolute discretion to accept or reject any document provided. You also acknowledge that WhereismyGC is not a judicial r alternative dispute resolution institution and that we will make the determinations only as an ordinary reasonable person. In addition, we do not warrant that the documents provided by the parties to the dispute will be true, complete or correct and you agree to indemnify and (to the maximum extent permitted by law) hold WhereismyGC and any of our affiliates harmless against any damages or liability you may suffer as a result of any documentation or material subsequently being found to be false or misleading.

In relation to disputes with any other users of the Sites, you hereby agree to indemnify WhereismyGC from any and all claims, demands, and damages, actual and consequential, of every kind and nature, known and unknown, that is related to such a dispute, our determinations or the use of the Dispute Resolution Services.


10.3 The Dispute Team

Both parties of the Dispute case can elect to have heir dispute arbitrated by the Dispute Team. The role of the Dispute Team extends to making all actions necessary to resolve the case in an impartial and evidential manner. You acknowledge that the verdict of the Dispute Team is final, binding, and irreversible.

All claims and actions (including, but not limited o, actions made by mistake) of the parties on the Dispute System are final, binding, and irreversible. You agree that the Dispute Team and WhereismyGC s hereby released from the actual and consequential damages brought about by these claims.


10.4 Dispute Resolution Services Code of Conduct

The Professional Code of Conduct applies to all the services offered by WhereismyGC, including, but not limited to, the Dispute Resolution Services. It is agreed by You that You will make every endeavor t fair play and post reasonable and fair demands/offers on your dispute.

A user caught breaching the Code of Conduct during he Dispute Resolution Service process would automatically lose the dispute in favor of the other party involved, regardless of the origin of the dispute. The user who breached the Code of Conduct would also incur proper disciplinary action.


10.5. Dispute Resolution Process

STAGE 1 - Identifying the issue

The complainant should communicate to WhereismyGC the Service under dispute, the nature of dispute, the name of defendant, the damages claimed, and the original Service Fees amount.

From this stage until Stage 3, users are encouragedto attach any files that could support their claims.

STAGE 2 - Negotiations

At this stage, either party can negotiate for partial compensation, or (after a period of time) choose to have WhereismyGC's Dispute Team arbitrate the dispute. Both parties will have the opportunity to tell their side of the story and also negotiate terms to resolve the issue between themselves.

Only the party who originally filed for the disputecan cancel the dispute. If the issue cannot be resolved through negotiation, either party can choose to have the dispute arbitrated by the Dispute Team. The Dispute Team will stop functioning if the dispute is either settled through mutual agreement or cancelled before reaching arbitration.

STAGE 3 - Final Offers and Evidence

Stage 3 is the last stage where both users can submit their final evidence to support their case. After Stage 3, the involved parties are no longer allowed to submit evidence. The dispute will be resolved based solely on the evidence provided through the Dispute System.

Once the dispute has proceeded to Stage 4, further evidence will no longer be accepted.

STAGE 4 - Arbitration

At Stage 4, the Dispute Team will review all evidence and other information provided to reach a decision (usually within 48 hours). Dispute verdicts are final, binding, and irreversible. You acknowledge and agree that you will abide by such verdict.

WhereismyGC doesn’t and can’t enforce the verdict. It is upto the two Parties to execute the verdict. You agree not to hold WhereismyGC liable for breach of the verdict by other Users.


10.6 Evidential Requirements for Your Dispute

Should you elect to have the Dispute Team arbitrateyour dispute, you agree to allow the Dispute Team to read all correspondence made on WhereismyGC and download or access, and test (if necessary), all uploaded files, programs, and websites related to the dispute for the sole purpose of having your dispute resolved.

You are highly encouraged to submit all the documents that would support your claims on your dispute.

Submit e-mail correspondences as screenshots or as .eml files. If submitting screenshots, ensure that the "To", "From", and the "Date" bar is visible. E-mail correspondences sent in *.txt or *.doc or any word processing software willnot be honored.

IM conversations should be submitted as screenshotsof the conversation from the IM software. Correspondences sent in *.txt, *.doc, or any word processing software will not be honoured.

Provide the products, contracts, and other files relating to the service and the dispute.

WhereismyGC will retain the confidentiality of the service and the privacy of the involved users and will not release the collected information to any party unless required by a court of law.


11. Privacy Policy

Your privacy is very important to us. Accordingly, e have developed this Policy in order for you to understand how we collect, use, communicate and disclose and make use of personal information. The following outlines our privacy policy.

   a. Before or at the time of collecting personal information, we will identify the purposes or which information is being collected.

   b. We will collect and use personal information solely with the objective of fulfilling those purposes specified by us and for other compatible purposes, unless we obtain the consent of the individual concerned or as required by law.

   c. We will collect personal information by lawful and fair means and, where appropriate, with the knowledge or consent of the individual concerned.

   d. Personal data should be relevant to the purposes for which it is to be used, and, to the extent necessary for those purposes, should be accurate, complete, and up-to-date.

   e. We will protect personal information by reasonable security safeguards against lossor theft, as well as unauthorized access, disclosure, copying, use or modification.

   f. We will make readily available to customers information about our policies and practices relating to the management of personal information.

   g. All financial transactions are processed using a third party service. Therefore, to renewor repurchase the service each time user will have to pay through such third party service. You agree to NOT hold WhereismyGC responsible for any damages or disputes arising out of the transactions processed through such third party service.

   h. WhereismyGC discloses sensitive personal information only if required to comply with legal obligations or with your consent.

 We are committed to conducting our business in accordance with these principles in order to ensure that the confidentiality of personal information is protected and maintained.


12. TRADEMARKS

WhereismyGC, DLS, Qesehmk & SSFT are trademarksof WhereismyGC.com LLC.


13. COPYRIGHT


13.1 Copyright of WhereismyGC

The content and compilation of content included on he Sites, such as text, graphics, logos, icons, images, audio clips, digital downloads and software, are the property of WhereismyGC and are protected by United States and international copyright laws.


13.2 Copyright infringement

It is our policy to respond to clear notices of alleged copyright infringement. Please contact us at admin@whereismygc.com for any copyright infringement claims.


14. NO WARRANTY

WhereismyGC is not involved in the actual transaction between Professionals and Clients. Our Services, the Sites and all content n it are provided on an as is basis and without warranties of any kind either express or implied. Without limiting the foregoing, WhereismyGC does not represent or warrant that:

1.      The Sites will be accurate, reliable, uninterrupted, secure or error-free;

2.      Defects in the Sites will be corrected;

3.      The Sites or the server that makes it available are free of viruses or other harmful components.

4.      To the extent permitted by law, we specifically disclaim any implied warranties of title, merchantability, fitness for a particular purpose and non-infringement.

To the extent that WhereismyGC is able to limit the remedies available under this User Agreement, WhereismyGC expressly limits ts liability for breach of a non-excludable condition or warranty implied by virtue of any legislation to the following remedies (the choice of which isto be at WhereismyGC's sole discretion) :

(1) in the case of goods, any one or more of the following:

·         the replacement of the goods or the supply of equivalent goods;

·         the repair of the goods;

·         the payment of the cost of replacing the goods or of acquiring equivalent goods; or

·         the payment of the cost of having the goods repaired; and

(2) in the case of services:

·         the supply of the services again; or

·         the payment of the cost of having the services supplied again.


15. LIMITATION OF LIABILITY


15.1 Limitation of liability

In no event shall WhereismyGC, its affiliates or staff be liable, whether in contract, warranty, tort (including negligence), or any other form of liability, for:

·         any indirect, special, incidental or consequential damages that may be incurred by you;

·         any loss of income, business or profits (whether direct or indirect) that may be incurred by you;

·         any claim, damage, or loss which may be incurred by you as a result of any of your transactions involving the Sites.

·         The limitations on WhereismyGC's liability to you above shall apply whether or not WhereismyGC, its affiliates or staff have been advised of the possibility of such losses or damages arising.

Notwithstanding the above provisions, nothing in this Agreement is intended to limit or exclude any liability on the part of WhereismyGC and its affiliates and related entities where and to the extent that applicable law prohibits such exclusion or limitation.


15.2 Jurisdiction's Limitations

As some jurisdictions do not allow some of the exclusions or limitations as established above, some of these exclusions or limitations may not apply to you. In that event, the liability will be limited as far as legally possible under the applicable legislation.


15.3 Bar to action

WhereismyGC may plead this User Agreement in bar toany claim, action, proceeding, class action or suit brought by you, against WhereismyGC for any matter arising out of any transaction or otherwise in respect of this User Agreement.


15.4 Dispute resolution

If a dispute arises between you and WhereismyGC, our goal is to address your concerns and, if we are unable to do so to your satisfaction, to provide you with a means of resolving the dispute quickly.

For any claim, WhereismyGC may elect to resolve the dispute in a cost effective manner through binding non-appearance-based arbitration. If WhereismyGC elects arbitration, such arbitration will be initiated through an established alternative dispute resolution (ADR) provider, which is to be selected by you from a panel of ADR providers that WhereismyGC will provide to you. The ADR provider and the parties must comply with the following rules: a) the arbitration shall be conducted by telephone, online and/or be solely based on written submissions, the specific manner shall be chosen by the party initiating the arbitration; b) the arbitration shall not involve any personal appearance by the parties or witnesses unless otherwise mutually agreed by the parties; and c) any judgment on the award rendered by the arbitrator may be entered in any court of competent jurisdiction.

All claims you bring against WhereismyGC must be resolved in accordance with the terms of this Agreement. All claims filed or brought contrary to this Agreement shall be considered improperly filed and a breach of this Agreement. Should you file a claim contrary to the terms of this Agreement, WhereismyGC may recover its legal fees and costs (including in-house attorneys and paralegals), provided that WhereismyGC has notified you in writing of the improperly filed claim, and you have failed to promptly withdraw the claim.

If any proceeding by or against you is commenced under any provision of any bankruptcy or insolvency law, WhereismyGC will be entitled to recover all reasonable costs or expenses (including reasonable legal fees and expenses) incurred in connection with the enforcement of this Agreement.

WhereismyGC’s failure to act with respect to a breach by you or others does not waive our right to act with respect to subsequent or similar breaches.


16. INDEMNITY

You agree to indemnify and hold us and (as applicable) our related entities, affiliates, and our and their respective officers, directors, agents, and employees, harmless from and against any and all claims, demands, proceedings, losses and damages (actual, special and consequential of every kind and nature, known and unknown, including reasonable legal fees, ade by any third party due to or arising out of your breach of this User Agreement or your violation of any law or the rights of a third party.


17. CURRENCY

WhereismyGC will use USD as currency to process payments to and from Users. Users will bear the cost of conversion to their local currency.


18. DISPUTES & GOVERNING LAW

Any dispute arising out of or in connection with this User Agreement shall be governed by the laws of the State of Arizona, United States. You and WhereismyGC irrevocably submit to the non-exclusive jurisdiction of the courts of Arizona.

Any dispute or claim relating in any way to WhereismyGC, your use of WhereismyGC or this Agreement will be resolved by binding arbitration, rather than in court, except that you may assert claims in small claims court if your claims qualify.

We each agree that any dispute resolution proceedings will be conducted only on an individual basis and not in a class, consolidated or representative action. If for any reason a claim proceeds in court rather than in arbitration, we each waive any right to a jury trial. We also both agree that you or we may bring suit in court to enjoin infringement or other misuse of intellectual property rights.


19. GENERAL

The provisions of this User Agreement are severable, and if any provision of this Agreement is held to be invalid or unenforceable, uch provision may be removed and the remaining provisions will be enforced. This Agreement may be assigned by WhereismyGC to a third party without your consent in the event of a sale or other transfer of some or all of the assets of WhereismyGC. In the event of any sale or transfer you will remain bound by the User Agreement. Headings are for reference purposes only and in no way define, limit, construe or describe the scope or extent of such section. Our failure to act with respect to an anticipated or actual breach by you or others does not waive our right to act with respect to subsequent or similar breaches. Nothing in this clause shall exclude or restrict your liability arising out of fraud or fraudulent misrepresentation.


20. CONTACTING US

If you have any questions about these Terms or if you wish to report violations of these Terms, please contact WhereismyGC at admin@whereismygc.com.