User Agreement

This Agreement was last modified on 2 Feb 2023.

This User Agreement describes the terms and conditions which you accept by using our Website or our Services. We have incorporated by reference some linked information.

In this User Agreement:

“Account” means the account associated with your email address.

“DPH” means a Diana’s Project Hulk ,our Project Head Manager, Super User that purchases Seller Services or items from Sellers/Freelancers or identifies a Seller/freelancer through the Website. 

“Contest” means a contest that is promoted by a DPH and in respect of which a DPH can submit one or more entries via the Website.

“Contest Brief” means the document setting out the scope of a Contest, including but not limited to items such as a design brief.

“Contest Handover”, in respect of a Contest, means the agreement between the DPH and one or more winning Seller(s)/Freelancers under which each Seller/Freelancer will transfer to the DPH ownership of the winning entry or entries.

“Dispute Resolution Process” means the process to be followed by DPH and Sellers/Freelancers in accordance with the Dispute Resolution Services.

“Entrant” means a Seller/Freelancer who has entered a Contest.

“Diana’s”, “we”, “our”, “company” or “the company” or “us” means Diana advanced Tech academy Pvt Ltd

“Diana’s Enterprise” provides organizations access to a global workforce of over 42 million freelancers. Freelancer Enterprise enables large organizations to accelerate their growth for less.

“Verified by DPH” Users have been satisfactorily verified under the Know your Customer and Identity Verification Policy.

“Inactive Account” means a User Account that has not been logged into for a 6 month period, or other period determined by us from time to time.

“Intellectual Property Rights” means any and all intellectual property rights, existing worldwide and the subject matter of such rights, including: (a) patents, copyright, rights in circuit layouts (or similar rights), registered designs, registered and unregistered trademarks, and any right to have confidential information kept confidential; and (b) any application or right to apply for registration of any of the rights referred to in paragraph (a), whether or not such rights are registered or capable of being registered and whether existing under any laws, at common law or in equity.

“Local Job” or “Local Jobs” means a service we provide to match a Buyer with a Seller in relation to the provision of location specific services.

“Milepoint Payment” means a payment made by the DPH for the provision of Seller Services under a User Contract and which will be released in accordance with the section “Milepoint Payments” of these terms and conditions.

“Project” or “Listing” means a job offered or awarded by DPH(Diana’s Project Hulk) via the Website, which may include a Project or Contest listed by DPH, a service bought by Diana’s from a Freelancer, and service awarded by DPH to a Seller/Freelancer as a result of a Contest or competition hosted via the Website.

“Seller/Freelancer” means a User that offers and provides services or identifies as a Seller/Freelancer through the Website. A User may be both a Buyer and a Seller under this agreement.

“Seller/Freelancer Services” means all services provided by a Seller/Freelancer.

“Diana’s Services” means all services provided by us to you.

“User”, “you” or “your” means an individual who visits or uses the Website, including via the API.

“User Contract” means: (1) this User Agreement; (2) the Code of Conduct as amended from time to time; (3) any other contractual provisions accepted by both the Seller and Buyer uploaded to the Website, to the extent not inconsistent with the User Agreement and the Code of Conduct; (4) the Project terms as awarded and accepted on the Website, to the extent not inconsistent with the User Agreement and the Code of Conduct; and (5) any other material incorporated by reference from time to time.

“Website” means the Websites operated by Diana’s Academy and available at: www.dianaadvancedtechacademy.uk and any of its regional or other domains or properties, and any related Freelancer service, tool or application, specifically including mobile web, any iOS App and any Android App, or API or other access mechanism.

1. Overview

By accessing the Website, you agree to the following terms with Freelancer.

We may amend this User Agreement and any linked information from time to time by posting amended terms on the Website, without notice to you.

The Website is an online venue where Users buy and sell Seller Services and items. Buyers and Sellers must register for an Account in order to buy or sell Seller Services and/or items. The Website enables Users to work together online to complete and pay for Projects, buy and sell items and to use the services that we provide. We are not a party to any contractual agreements between Buyer and Seller in the online venue, we merely facilitate connections between the parties.

We may, from time to time, and without notice, change or add to the Website or the information, products or services described in it. However, we do not undertake to keep the Website updated. We are not liable to you or anyone else if any error occurs in the information on the Website or if that information is not current.

2. Scope

Before using the Website, you must read the whole User Agreement, the Website policies and all linked information.

You must read and accept all of the terms in, and linked to, this User Agreement, the Code of Conduct, the Freelancer Privacy Policy and all Website policies. By accepting this User Agreement as you access our Website, you agree that this User Agreement will apply whenever you use the Website, or when you use the tools we make available to interact with the Website. Some Websites may have additional or other terms that we provide to you when you use those services.

3. Eligibility

You will not use the Website if you:

1. are not able to form legally binding contracts;
2. are under the age of 16;
3. a person barred from receiving and rendering services under the laws of Australia or other applicable jurisdiction;
4. are suspended from using the Website; or
5. do not hold a valid email address.

All free user accounts are associated with individuals. Login credentials should not be shared by users with others. The individual associated with the account will be held responsible for all actions taken by the account, without limitation.

Subject to your local laws, a person over 15 but under 18 can use an adult’s account with the permission of the account holder. However, the account holder is responsible for all actions taken by the account, without limitation.

Users may provide a business name or a company name, which is associated with the User’s Account. Users acknowledge and agree that where a business name or company name is associated with their Account, this User Agreement is a contract with the User as an individual (not the business or company) and Users remain solely responsible for all activity undertaken in respect of their Account.

A company, corporation, trust, partnership or other non-individual corporate entity may be a User subject to an eligible corporate account which pays corporate subscriptions.

We may, at our absolute discretion, refuse to register any person or entity as a User.

You cannot transfer or assign any rights or obligations you have under this agreement without prior written consent.

4. Using Diana’s Freelancing Program

While using the Website, you will not attempt to or otherwise do any of the following:

1. post content or items in inappropriate categories or areas on our Websites and services;
2. infringe any laws, third party rights or our policies, such as the Code of Conduct;
3. fail to deliver payment for services delivered to you;
4. fail to deliver  Services that you have opted for .
5. circumvent or manipulate our fee structure, the billing process, or fees owed to Diana’s;
6. post false, inaccurate, misleading, deceptive, defamatory or offensive content (including personal information);
7. take any action that may undermine the feedback or reputation systems (such as displaying, importing or exporting feedback information or using it for purposes unrelated to the Website);
8. transfer your Diana’s account (including feedback) and Username to another party without our consent;
9. distribute or post spam, unsolicited, or bulk electronic communications, chain letters, or pyramid schemes;
10. distribute viruses or any other technologies that may harm Freelancer, the Website, or the interests or property of Freelancer users (including their Intellectual Property Rights, privacy and publicity rights) or is unlawful, threatening, abusive, defamatory, invasive of privacy, vulgar, obscene, profane or which may harass or cause distress or inconvenience to, or incite hatred of, any person;
11. download and aggregate listings from our website for display with listings from other websites without our express written permission, “frame”, “mirror” or otherwise incorporate any part of the Website into any other website without our prior written authorisation;
12. attempt to modify, translate, adapt, edit, decompile, disassemble, or reverse engineer any software programs used by us in connection with the Website;
13. copy, modify or distribute rights or content from the Website or Freelancer’s copyrights and trademarks; or
14. harvest or otherwise collect information about Users, including email addresses, without their consent.
15. use Freelancer to facilitate money exchange including, but not limited to, cryptocurrency (e.g. bitcoin, Ethereum, etc).

5. Intellectual Property Rights Infringement

It is our policy to respond to clear notices of alleged intellectual property rights infringement. Our Policy is designed to make submitting notices of alleged infringement to us as straightforward as possible while reducing the number of notices that we receive that are fraudulent or difficult to understand or verify. If you believe that your Intellectual Property Rights have been violated, please notify us .

6. Fees and Services

We charge fees for certain services, such as introduction fees for Projects, listing upgrades and memberships. When you use a service that has a fee, you have an opportunity to review and accept the fees that you will be charged based on our schedule of Fees and Charges, which we may change from time to time and will update by placing on our Website. We may choose to temporarily change the fees for our services for promotional events (for example, discounts on memberships) or new services, and such changes are effective when we post a temporary promotional event or new service on the Websites, or as notified through promotional correspondence.

Unless otherwise stated, all fees are quoted in United States Dollars.

Credit Promotions

This section related to all promotions of free site credit provided under any program, including but not limited to the Referral Program, and other site or email promotions.

From time to time, Diana’s may provide boost credits (for example US$20 off your next project) limited to certain users as a promotion. In these cases, the credit may be given in the form of coupon links or codes, emails, SMS or advertisements.

This is subject to the following conditions:

1. All members of the program are subject to all other terms and conditions of the website, which in case of dispute, this section will prevail over.
2. All members of the Diana’s Freelancer program must be over the age of 16 years.
3. Users may be asked to provide verification of payment or other user information before receiving the credit.
4. Any boost credit that has been given in relation to this promotion may expire at any time determined by the Company.
5. Any boost credit will expire no longer than 30 days unless otherwise written on the promotion.
6. This boost credit may only be used for the purpose of establishing a milestone payment, funding a prize for a new Contest, or payment of site fees including but not limited to project fees, contest fees, upgrades and memberships.
7. Diana’s may require that redeeming users fill in and complete their profiles and/or pass identity checks before payments are released.
8. This promotion may be withdrawn for a specific user or set of users, if significant reversals, fraud or chargebacks are observed.
9. For any specific user, Diana’s may choose to cap the maximum value of boost credit accrued by an individual or collection of related individuals.
10. For avoidance of any doubt, no individual or collection of related individuals may accumulate more than US$5,000 of boosts.
11. Diana’s reserves the right to disallow use of this promotion in its sole and absolute discretion, with respect to fair use of this promotion, or to prevent any suspected fraud.
12. Diana’s reserves the right to require submission of further information from any party applying to make use of this promotion, for investigating fraud and for risk management and related purposes, in particular to request evidence of Bonafide work being done in relation to any Project or Contest funded with the boost credit.

• Diana’sreserves the right to cancel or amend this promotion at any time.

14. Diana’sreserves the right to cancel the promotion in any region if it is deemed or becomes unlawful to offer the promotion to any resident of that region.
15. Diana’s reserves the right to cap the total boosts available under the program.
16. For avoidance of any doubt, the total boost credit available under any program is capped to US$20,000.
17. Any boost credit may not be duplicated, sold, traded or transferred in any manner, including but not limited to being withdrawn for cash.
18. Freelancer reserves the right to remove credit or remove users from participating in the program if the company determines the users to be acting in bad faith and are abusing the program.
19. The decisions of management are final. No correspondence will be entered into.
20. Management, employees of Freelancer and its related companies are not eligible to participate in this program.
21. Any term or condition in these terms found to be void, unenforceable or illegal may be severed and the remaining terms and conditions will continue in full force and effect.
22. Diana’s reserves the right to set the boost credits for each individual user and to release said boost credit in any currency the company sees fit.
23. Diana’s is not liable for any loss or damage whatsoever which is suffered (including but not limited to, direct or consequential loss) or for any personal injury suffered or sustained in connection with entry into the competition or acceptance of the prize.

7. Taxes

You are responsible for paying any taxes, including any goods and services or value added taxes, which may be applicable depending on the jurisdiction of the services provided.

Depending on your residency or location, you may be subject to certain ad valorem or other taxes (for example, GST in Australia), on certain fees that we charge. These taxes will be added to fees billed to you, if applicable.

You acknowledge that you must comply with your obligations under income tax provisions in your jurisdiction.

Certain Sellers who are either registered or required to be registered for GST may be required to charge GST to Australian Consumers on certain projects. You will be notified and asked to confirm on award/accept of such projects the appropriate GST treatment.

For Indian Freelancers only: As of 1st of October 2018 Indian GST laws mandate a collection of 1% GST by dianaadvancedtechacademy.uk as tax on the net value of taxable supplies made by the Seller/Freelancer through the web portal of Diana’s Freelancing Portal. Accordingly, Freelancer shall collect a 1% tax from the net value of the taxable projects or listings made by the Buyer and will deposit the same to the Indian government exchequer in accordance with applicable GST laws. In cases where (i) the freelancer is outside India and (ii) GST is payable by the Buyer under reverse charge basis, Diana’s is not required to collect this tax.

8. Payment Administration Agent

We administer payments through PayPal, Instamojo

9. Promotion

We may display your company or business name, logo, images or other media as part of the Diana’s Services and/or other marketing materials relating to the Website, except where you have explicitly requested that we do not do this and we have agreed to such a request in writing.

You acknowledge that we may use the public description of your Projects and the content of your profile information on the Website for marketing and other related purposes.

10. Content

We do not claim ownership to your User Content; however, you grant us a non-exclusive, sublicensable, irrevocable and royalty-free worldwide license under all copyrights, trademarks, patents, trade secrets, privacy and publicity rights and other intellectual property rights to use, reproduce, transmit, print, publish, publicly display, exhibit, distribute, redistribute, copy, comment on, modify, adapt, translate, create derivative works based upon, publicly perform, make available and otherwise exploit such User Content, in whole or in part, in all media formats now known or hereafter devised and on third-party sites and platforms in any number of copies and without limit as to time, manner of frequency of use, without further notice to you, and without the requirement of permission from or payment to you or any other person or entity.

You acknowledge and agree that: (1) we act only as a forum for the online distribution and publication of User content. We make no warranty that User content is made available on the Website. We have the right (but not the obligation) to take any action deemed appropriate by us with respect to your User content; (2) we have no responsibility or liability for the deletion or failure to store any content, whether or not the content was actually made available on the Website; and (3) any and all content submitted to the Website is subject to our approval. We may reject, approve or modify your User content at our sole discretion.

You represent and warrant that your content:

1. will not infringe upon or misappropriate any copyright, patent, trademark, trade secret, or other intellectual property right or proprietary right or right of publicity or privacy of any person;
2. will not violate any law or regulation;
3. will not be defamatory or trade libellous ;
4. will not be obscene or contain child pornography;
5. will not contain the development, design, manufacture or production of missiles, or nuclear, chemical or biological weapons
6. will not contain material linked to terrorist activities
7. will not include incomplete, false or inaccurate information about User or any other individual; and
8. 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.

You acknowledge and agree that we may transfer your personal information to a related body corporate and your information may be transferred outside of Australia or the EEC-area. If you wish to withdraw your consent, you acknowledge and agree that we may be unable to provide you with access to the Website and our Services and may close your Account.

Information on the Website may contain general information about legal, financial, health and other matters. The information is not advice, and should not be treated as such. You must not rely on the information on the Website as an alternative to professional advice. If you have specific questions about any matter you should consult your professional adviser.

We provide unmonitored access to third party content, including User feedback and articles with original content and opinions (or links to such third party content). We only act as a portal and have no liability based on, or related to, third party content on the Website, whether arising under the laws of copyright or other intellectual property, defamation, libel, privacy, obscenity, or any other legal discipline.

The Website may contain links to other third party websites. We do not control the websites to which we link from the Website. We do not endorse the content, products, services, practices, policies or performance of the websites we link to from the Website. Use of third party content, links to third party content and/or websites is at your risk.

In relation to deletion or hiding of any information or content, using the Website to delete, hide or otherwise dispose of information does not imply permanent deletion of content or information. Information may be retained for a period of time to fulfil record keeping, regulatory, compliance, statistical, law enforcement and other obligations.

11. Feedback, Reputation and Reviews

You acknowledge that you transfer copyright of any feedback, reputation or reviews you leave consisting of comments and any rating(s) (e.g. quality, communication etc.) together with any composite rating by us. You acknowledge that such feedback, reputation and reviews belong solely to us, notwithstanding that we permit you to use it on our Website while you remain a User. You must not use, or deal with, such feedback, reputation and reviews in any way inconsistent with our policies as posted on the Website from time to time without our prior written permission.

You may not do (or omit to do) anything that may undermine the integrity of the Diana’s feedback system. We are entitled to suspend or terminate your Account at any time if we, in our sole and absolute discretion, are concerned by any feedback about you, or your feedback rating, where we believe our feedback system may be subverted.

Our feedback ratings belong to us and may not be used for any purpose other than facilitating the provision of  Training Services via the Website. You may not use your feedback (including, but not limited to, marketing or exporting your any or all of your composite rating(s) or feedback comments) in any real or virtual venue other than a website operated by Freelancer or its related entities, without our written permission.

12. Advertising

Unless otherwise agreed with us, you must not advertise an external website, product or service on the Website. Any website address posted on the Website, including in a listing, bid, listing description, clarification board or the message board, must relate to a Project, Contest, item listed, user or service being performed on the Website.

We may display advertisements or promotions on the Website. You acknowledge and agree that we shall not be responsible for any loss or damage of any kind incurred by you as a result of the presence of such advertisements or promotions or any subsequent dealings with third parties. Furthermore, you acknowledge and agree that content of any advertisements or promotions may be protected by copyrights, trademarks, service marks, patents or other intellectual property or proprietary rights and laws. Unless expressly authorised by Freelancer or third party right holders, you agree not to modify, sell, distribute, appropriate or create derivative works based on such advertisement/promotions.

13. Communication With Other Users

Communication with other users on the Website must be conducted through the text, audio and or video chat functionality, along with message boards, public clarification boards, Project message board, direct message sending and other communication channels provided on the Website.

You must not post your email address or any other contact information (including but not limited to Skype ID or other identifying strings on other platforms) on the Website, except in the “email” field of the signup form, at our request or as otherwise permitted by us on the Website.

Unless you have a prior relationship with a trainer, you must only communicate with trainers/instructors via the Website. You must not, and must not attempt to, communicate with other trainers through any other means including but not limited to email, telephone, Skype, ICQ, AIM, MSN Messenger, WeChat, SnapChat, GTalk, GChat or Yahoo.

Users may incur a penalty if they are found to be conducting communications or transactions outside of the platform.

In relation to video chat and audio chat, any terms agreed to between any Users must be confirmed in writing using the chat or direct message function.

Diana’s may use information such as your name, location, display or username, and or your image, in relation to the provision messaging services on the Website or in the mobile apps.

We may read all correspondence posted to the Website and download or access, and test (if necessary), all uploaded files, programs and websites related to your use of the Website for the purpose of investigating fraud, regulatory compliance, risk management and other related purposes.

14. Identity / Know Your Customer

You authorize us, directly or through third parties, to make any inquiries we consider necessary to validate your identity. You must, at our request: (1) provide further information to us, which may include your date of birth and or other information that will allow us to reasonably identify you; (2) take steps to confirm ownership of your email address or financial instruments; or (3) verify your information against third party databases or through other sources.

You must also, at our request, provide copies of identification documents (such as your passport or driver’s license) (For Diana’s Freelancing program). We may also ask you to provide photographic identification holding your identification together with a sign with a code that we provide as an additional identity verification step. We also reserve the right to request a video interview with you to validate this information, your identity, your background and your skills(Mainly during conduction of exams)

We reserve the right to close, suspend, or limit access to your Account, the Website and/or Diana’s Services in the event we are unable to obtain or verify to our satisfaction the information which we request under this section.

We reserve the right to update your particulars on the website in order to match any identity documentation that has been provided. Disbursements such as wire transfers from the website may only be made to the beneficiary matching your provided identity documents and account information.

If you are not Verified by Diana’s you may not be able to withdraw funds from your Diana’s Account, and other restrictions may apply. See the Know Your Customer and Identity Verification Policy for more details.

15. User Services

Upon the DPH (Diana’s Project Hulk) awarding a Project or Contest to the Freelancer in the Diana’s Freelancing Program), and the Freelancer’s acceptance on the Website, Freelancer will be deemed to have entered into a User Contract under which the DPH agrees to purchase, and the Seller/Freelancer agrees to deliver the Seller/Freelancer Services. You agree not to enter into any contractual provisions in conflict with the User Agreement.

Nothing in this User Agreement is intended to override a right that by applicable law may not be excluded.

16. Funds

You may have positive funds in your Account if you have prepaid for fees or charges or for services to be provided to you via the Website. If you are a Seller, you may have positive funds if you have successfully completed a Project, or sold an item, and funds have been released to you. There are also circumstances where funds may have been credited to your Account in relation to an affiliate program or a referral program.

Funds in your Account are held by us in our operating accounts held with financial institutions. Funds in your Account are not held separately by us, and may be commingled with our general operating funds, and/or funds of other User’s Accounts.

You are not entitled to any interest, or other earnings for funds that are in your Account.

We may receive interest on funds held by us in our operating accounts from financial institutions with whom we hold our operating accounts. Any such interest earned belongs to us and we will not be liable to any User for any imputed interest on such funds.

If your Account has negative funds, we may:

1. set-off the negative amount with funds that you subsequently receive into your Account;
2. if you have funds in multiple currencies in your Account and one of the currencies becomes negative for any reason, we may set-off the negative amount against funds you maintain in a different currency (at an exchange rate applied by us);
3. reverse payments you have made from your Account to other User Accounts on the Website;
4. deduct amounts you owe us from money you subsequently add or receive into your Account; or
5. immediately suspend or limit your Account until such time as your Account no longer has a negative amount.

In the event that we offset a negative amount of funds pursuant to this section, it may be bundled with another debit coming out of your Account.

We reserve the right to collect any funds owed to us by any other legal means.

You acknowledge and agree that:

1. we are not a bank or other licensed financial institution and do not provide banking services or any financial services to you;
2. the funds shown in your Account (which may include Milestone Payments subject to Section 25, and/or any prepayment of fees and charges which you owe to us) represents our unsecured obligations to you with respect to your rights to direct us to make payment in relation to the purchase and sale of Seller Services through the Website and provision of the Freelancer Services;
3. if you were a User acquired in an acquisition and your account was migrated to the Website, we are responsible for your positive funds only to the extent of the legal documentation between us and any acquired marketplace, along with this agreement, and you acknowledge specifically that the onus is on you to confirm the validity of your fund, and that any understatement or misstatement in relation to this is not a claim against us, and belongs with the counterparty of any prior user agreement to which you agreed;
4. to the extent that we are required to release funds from your Account to you, you will become our unsecured creditor until such funds are paid to you;
5. we are not acting as a trustee or fiduciary with respect to such funds or payments;
6. the amount of funds showing in your Account is not insured and is not a guaranteed deposit;
7. funds may only loaded into your Account, or released from your Account, by us and you must only use the mechanisms available on the Website to pay for, or receive funds in respect of Seller Services;
8. any refunds required to be processed in your favour will be returned only to the source of the original deposit, and cannot be redirected to any other payment source;
9. we will hold funds in respect of the amount of your Account (including Milestone Payments, subject to Section 25) in an account held by us with a financial institution (or in any manner that we decide in our sole discretion from time to time) and such funds are not segregated into a separate account; and
10. we may commingle your funds with funds of other Users and our own funds and such commingled funds could be used to pay other Users or for our general corporate purposes or otherwise, however, we will remain obliged to release or refund funds at your direction in accordance with this User Agreement.

17. Chargebacks

A chargeback (being a challenge to a payment that a User files with their card issuer or financial institution), and any subsequent reversal instruction, is made by the payment product issuer or third parties (such as payment processors) and not by us. We are bound to follow such instructions.

You acknowledge and agree that we will be entitled to recover any chargebacks and reversals that may be imposed on us by a payment product issuer or third parties (such as payment processors) on funds paid to you by Buyers through the Website, as well as any processing or any other fees whatsoever incurred by us on those chargebacks and reversals.

You agree that we may reverse any such payments made to you, which are subject to chargeback or reversal instruction via your payment product issuer or third parties (such as payment processors). If you initiate any chargeback request or other “Request for Information” or similar process, you expressly agree and consent to us to share any and all information in relation to your agreement of these terms and conditions, in order to defeat any such chargeback request.

18. Inactive Accounts

User Accounts that have not been logged into for a period of time will incur a maintenance fee per month, until either the account is closed or reactivated, for storage, bandwidth, support and management costs of providing hosting of the User’s profile, portfolio storage, listing in directories, promotion of your profile on the Website and elsewhere, provision of the HireMe service, file storage, message transmission, general administrative matters and message and other storage costs.

We reserve the right to close an Inactive Account.

We reserve the right to close an account with nil or negative funds.

19. Right to Refuse Service

We may close, suspend or limit your access to your Account without reason. Without limiting the foregoing, we may close, suspend or limit your access to your Account:

1. if we determine that you have breached, or are acting in breach of this User Agreement;
2. if you under-bid on any Project in an attempt to renegotiate the actual price privately, to attempt to avoid fees;
3. if we determine that you have infringed legal rights (resulting in actual or potential claims), including infringing Intellectual Property Rights;
4. if we determine that you have engaged, or are engaging, in fraudulent, or illegal activities;
5. you do not respond to account verification requests;
6. you do not complete account verification when requested within 3 months of the date of request;
7. you are the subject of a United Nations, Australian, EU, USA or other applicable sanctions regime, or our banking and payment relationships otherwise preclude us from conducting business with you;
8. to manage any risk of loss to us, a User, or any other person; or
9. for other reasons.

If we close your Account due to your breach of this User Agreement, you may also become liable for certain fees as described in this User Agreement.

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

You acknowledge and agree that: (1) the damages that we will sustain as a result of your breach of this User Agreement will be substantial and will potentially include (without limitation) fines and other related expenses imposed on us by our payment processors and Users and that those damages may be extremely difficult and impracticable to ascertain; (2) if you breach this User Agreement, we may fine you up to US$3,000 for each breach and/or we may take legal action against you to recover losses that are in excess of the fine amount; (3) a fine of up to US$3,000 is a presently reasonable pre-estimate or minimum estimate of our damages, considering all currently existing circumstances, including (without limitation) the relationship of the sum to the range of harm to us that reasonably could be anticipated and the anticipation that proof of actual damages may be impractical or extremely difficult; and (4) we may release the entire (or part of the) amount of the fine from your Account to us.

If we close your Account for a reason other than as a result of your breach of this User Agreement, unless as otherwise specified in this User Agreement, you will be entitled to receive any payment due from us to you.

In the event that we close your Account, you will have no claim whatsoever against us in respect of any such suspension or termination of your Account.

20. Disputes With Us

If a dispute arises between you and Diana’s, our goal is to address your concerns immediately and, if we are unable to do so to your satisfaction, to provide you with a means of resolving the dispute quickly. We strongly encourage you to first contact us directly to seek a resolution by using our customer support website or emailing us at [email protected]

21. Currencies

Some of the Websites will display rates in the local currency of that Website, in addition to the actual amount. These rates are based on a conversion from the originating currency using indicative market exchange rates. You understand and agree that these rates are only indicative and the amount specified in the origin currency is the actual amount.

As a convenience service, you may withdraw funds from the Website in another currency. If you wish to do so, you will be quoted an exchange rate which will be available for the time specified, which you may choose to accept. We may charge a fee for effecting the currency conversion transactions. This fee will be embedded within the rate provided to you and the currency exchange will be settled immediately.

We reserve the right to reject any request for a conversion of currency at any time.

You are responsible for all risks associated with converting and maintaining funds in various available currencies, including but not limited to the risk that the value of these funds will fluctuate as exchange rates change, which could result in decreases in the value of your funds in aggregate. You must not use (or attempt to use) the Website to engage in speculative trading, which could result in substantial losses. We are not a financial services provider.

All information included on the Website in respect of currency conversion is general information only. Use of currency conversion is at your own risk. Currency conversions are final and irreversible.

22. Access and Interference

You agree that you will not use any robot, spider, scraper or other automated means to access the Website via any means, including for the avoidance of doubt access to our API or application programming interface, for any purpose without our express written permission.

Additionally, you agree that you will not:

1. take any action that imposes or may impose (in our sole discretion, exercised reasonably) an unreasonable or disproportionately large load on our infrastructure;
2. interfere with, damage, manipulate, disrupt, disable, modify, overburden, or impair any device, software system or network connected to or used (by you or us) in relation to the Website or your Account, or assist any other person to do any of these things, or take any action that imposes, or may impose, in our discretion, an unreasonable or disproportionately large load on our infrastructure;
3. copy, reproduce, modify, create derivative works from, distribute, or publicly display any content (except for your information) from the websites without the prior express written permission of Freelancer and the appropriate third party, as applicable;
4. interfere or attempt to interfere with the proper working of the Websites, services or tools, or any activities conducted on or with the Websites, services or tools; or
5. bypass our robot exclusion headers or other measures we may use to prevent or restrict access to the Website.

23. Closing Your Account

You may close your Account at any time. The option is located in the Account Settings.

Account closure is subject to:

1. not having any outstanding listings on the Website;
2. resolving any outstanding matters (such as a suspension or restriction on your Account); and
3. paying any outstanding fees or amounts owing on the Account.

We may retain some of your personal information to satisfy regulatory requirements and our own external obligations. Closing your account does not necessarily delete or remove all of the information we hold.

24. Privacy

We use your information as described in the Diana’s Privacy Policy. If you object to your information being transferred or used in this way then you must not use our services. For the avoidance of doubt, your name and personal details shall be used for identity purposes in the normal course of conducting business in this online marketplace. This may include on invoices and purchase orders including but not limited to between transacting parties, including those automatically generated on awarding, accepting and payment.

25. Indemnity

You will indemnify us (and our officers, directors, agents, subsidiaries, joint venturers and employees) against any claim or demand, including legal fees and costs, made against us by any third party due to or arising out of your breach of this Agreement, or your infringement of any law or the rights of a third party in the course of using the Website and Diana’s Services.

In addition, we can apply any funds in your Account against any liabilities you owe to us or loss suffered by us as a result of your non-performance or breach of this User Agreement.

26. Security

You must immediately notify us upon becoming aware of any unauthorised access or any other security breach to the Website, your Account or the Freelancer Services and do everything possible to mitigate the unauthorised access or security breach (including preserving evidence and notifying appropriate authorities). Your User Account is yours only, and you must not share your password with others. You are solely responsible for securing your password. We will not be liable for any loss or damage arising from unauthorised access of your account resulting from your failure to secure your password.

27. No Warranty as to Each User’s Purported Identity

We cannot and do not confirm each User’s purported identity on the Website. We may provide information about a User, such as a strength or risk score, geographical location, or third party background check or verification of identity or credentials. However, such information is based solely on data that a User submits and we provide such information solely for the convenience of Users and the provision of such information is not an introduction, endorsement or recommendation by us.

28. No Warranty as to Content

The Website is a dynamic time-sensitive Website. As such, information on the Website will change frequently. It is possible that some information could be considered offensive, harmful, inaccurate or misleading or mislabelled or deceptively labelled accidentally by us .

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

29. Legal 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. We may plead this User Agreement in bar to any claim, action, proceeding or suit brought by you, against us for any matter arising out of any transaction or otherwise in respect of this User Agreement.

30. Notices

Legal notices will be served or to the email address you provide to Diana’s during the registration process. Notice will be deemed given 24 hours after email is sent, unless the sending party is notified that the email address is invalid or that the email has not been delivered. Alternatively, we may give you legal notice by mail to the address provided by you during the registration process. In such case, notice will be deemed given three days after the date of mailing.

31. Law and Forum for Legal Disputes

This Agreement will be governed in all respects by the laws of London, United Kingdom. We encourage you to try and resolve disputes using certified mediation (such as online dispute resolution processes). If a dispute cannot be resolved then you and Freelancer irrevocably submit to the non-exclusive jurisdiction of the courts of London, United Kingdom.

32. Severability

The provisions of this User Agreement are severable, and if any provision of this User Agreement is held to be invalid or unenforceable, such provision may be removed and the remaining provisions will be enforced. This Agreement may be assigned by us to an associated entity at any time, or to a third party without your consent in the event of a sale or other transfer of some or all of our assets. In the event of any sale or transfer you will remain bound by this User Agreement.

33. Interpretation

Headings are for reference purposes only and in no way define, limit, construe or describe the scope or extent of such section.

34. No Waiver

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 section shall exclude or restrict your liability arising out of fraud or fraudulent misrepresentation.

35. Communications

You consent to receive notices and information from us in respect of the Website and Services by electronic communication. You may withdraw this consent at any time, but if you do so we may choose to suspend or close your Account.

36. General

This Agreement contains the entire understanding and agreement between you and Diana’s. 

37. Abusing Freelancer

Freelancer reserves to the greatest extent possible all rights, without limiting any other remedies, to limit, suspend or terminate our service(s) and or user account(s), suspend or ban access to our services, remove any content, and to take any and all technical or legal steps to ban users.

Without limiting the reasons for taking the aforementioned actions, conduct giving rise to this response could include:

1. use of our services for any illegitimate or non bona fide purpose
2. creating problems with other users or potential legal liabilities
3. infringing the intellectual property rights of third parties
4. acting inconsistently with the letter or spirit of any of our policies
5. abuse of any staff members including inappropriate or unreasonable communications
6. any attempt to use Diana’s Freelancer’s platform or services for any objectionable purpose

39. Data Security

The freelancer/ freelancing group is required to keep the data related to the projects posted by Diana’s safe and secured. any data infringement, copy, amendment or changing of data might lead to lead to legal proceedings.  

40. Feedback

If you have any questions about this User Agreement or if you wish to report breaches of this User Agreement, please contact us by using our customer support website or emailing us at [email protected] .Diana’s