Please read these Site Terms of Service carefully before visiting or using our website (our “Site”). If You do not agree to these Site Terms, You may not visit, use, or access the Site or Site Services as a Site Visitor, User or otherwise and may not click to accept the Terms of Service if prompted on the Site.

These Terms govern your use and access to our services, including our Site, our application(s) (our “App”), our application programming interfaces, and any information or content appearing therein or through email notifications, collectively our services (“Services”). You should also read our User Agreement and Privacy Policy.

By using our Services, You agree to be bound by these Terms and related Site agreements.

1. DEFINITIONS

Section 1 provides definitions of capitalized terms that appear in the Site Terms of Service but other capitalized terms are defined above or in the User Agreement.

Capitalized terms not defined below have the meanings described in the Terms of Service.

“Client” means any authorized User utilizing the Site to seek and/or obtain Media Seller Services from another User.

“Media Seller” means any authorized User utilizing the Site to advertise and/or provide Media Seller Services to Clients, including Media Seller Accounts that are Agency Accounts or, if applicable, Agency Members. A Media Seller is a customer of Verrt with respect to use of the Site and Site services.

“Media Seller Services” means any services provided by Media Sellers, which may also apply to Agents.

“Intellectual Property Rights” means all patent rights, copyright rights, mask work rights, moral rights, rights of publicity, trademark, trade dress and service mark rights, goodwill, trade secret rights and other intellectual property rights as may now exist or hereafter come into existence, and all applications therefore and registrations, renewals and extensions thereof, under the laws of any state, country, territory or other jurisdiction.

“Means of Direct Contact” has the meaning set forth in the User Agreement.

“Public Site Services” means, collectively, all services, applications and products that are accessible by any Site Visitor who has not become a User through the Site, to the extent they are accessible by a Site Visitor who has not become a User.

“Site” means, collectively, our website located at www.verrt.com, all affiliated applications, including mobile websites and Verrt Mobile Applications, owned and operated by us, or our predecessors or successors in interest.

“Site Services” means, collectively, all services (except the Media Seller Services defined herein), applications and products that are accessible through the Site, including the Public Site Services, and all Verrt Mobile Applications.

“Verrt” means Verrt, the company operating the Verrt Site, which may, where the context suggests, include Verrt affiliate entities.

“Verrt Mobile Applications” means all mobile applications published by Verrt for access to or use of the Site or any Site Services.

“User Content” means any comments, remarks, data, feedback, content, text, photographs, images, video, music, or other information that You or any Site Visitor or User post to any part of the Site or provide to Verrt, including such information that is posted as a result of questions.

“You” means any person who accesses our Site, including a Site Visitor or User and including any entity or agency on whose behalf any such person accesses or uses our Site.

2. PERMITTED SITE USES

Verrt offers the Site and Site Services for your business purposes only and not for personal, household, or consumer use. Verrt makes the Site and Site Services available for Users to find one another, enter into service relationships, make and receive payments through escrow, and receive and provide Media Seller Services. In addition, certain Visitor Site Services, such as the Verrt Blog and Hiring Headquarters, provide, and may be used to obtain, general information and articles that we believe may be of interest to Site Visitors and Users. While we try to ensure that any information we post is both timely and accurate, errors may appear from time to time. We do not make any representations or warranties with respect to any information that is posted on the Site by us or anyone else. In no event should any content be relied on or construed as tax or legal advice or otherwise. You should independently verify the accuracy of any content.

3. PROHIBITED SITE USES

You may not use, or encourage, promote, facilitate, instruct or induce others to use, the Site or Site Services for any activities that violate any law, statute, ordinance or regulation; for any other illegal or fraudulent purpose or any purpose that is harmful to others; or to transmit, store, display, distribute or otherwise make available content that is illegal, fraudulent or harmful to others.

3.1 EXAMPLES OF PROHIBITED USES OF THE SITE

The following are examples of uses that are prohibited on the Site or when using the Site Services:

• Seeking, offering, promoting, or endorsing and services, content, or activities that:
• are defamatory, illegal, profane, vulgar, threatening, unlawfully discriminatory, illegal, pornographic, obscene, or sexually explicit in nature;
• would violate the intellectual property rights, such as and including copyrights, of another person, entity, service, product, or website;
• would violate (a) Verrt’s Terms of Service, (b) the terms of service of another website or any similar contractual obligations, or (c) the academic policies of
any educational institution;
• regard the creation, publication, or distribution of “fake” or “hoax” news, false identity content or similar content, which is, in Verrt’s sole discretion,
determined to be intended to mislead recipients for personal, financial, political or other gain or advantage;
• regard or promote in any way any escort services, prostitution, or sexual acts; or
• are harassing toward another person based on the person’s inclusion in a protected class as defined by applicable law;
• Fraudulent or misleading uses or content, including:
• fraudulently billing or attempting to fraudulently bill any Client, including by (i) falsifying or manipulating or attempting to falsify or manipulate the
hours, keystrokes, or mouse clicks recorded in the Verrt App, (ii) reporting, recording, or otherwise billing Clients for time that was not actually worked,
or (iii) reporting, recording, or otherwise billing hours worked by another person as hours worked by You in a way that is misleading or false;
• misrepresenting your experience, skills, or information, including by representing another person’s profile, or parts of another person’s profile,
as your own;
• using a profile photo that misrepresents your identity or represents You as someone else;
• impersonating any person or entity, including, but not limited to, an Verrt representative, forum leader, or falsely stating or otherwise misrepresenting
your affiliation with a person or entity;
• falsely stating or implying a relationship with another User, including an Agency continuing to use a Media Seller’s profile or information after the Media
Seller no longer works with the Agency;
• falsely attributing statements to any Verrt representative, forum leader, guide or host;
• falsely stating or implying a relationship with Verrt or with another company with whom You do not have a relationship;
• allowing another person to use your account, which is misleading to other Users; or
• falsely stating that one Media Seller will perform the work on a job when another will in fact perform the work, including submitting a proposal on behalf
of a Media Seller that is unable, unwilling, or unavailable to do the work;
• Expressing an unlawful preference in a job post or proposal or otherwise unlawfully discriminating on a protected basis;
• Posting identifying information concerning another person;
• Spamming other Users with proposals or invitations, or posting the same job multiple times so that more than one version remains active at
a given time;
• Making or demanding bribes or other payments without the intention of providing services in exchange for the payment;
• Requesting or demanding free services;
• Requesting a fee before allowing a User to submit a proposal;
• Attempting to or actually manipulating or misusing the feedback system, including by:
• withholding payment or Work Product or engaging in any other conduct for the purpose of obtaining positive feedback from another User;
• attempting to coerce another User by threatening to give negative feedback;
• expressing views unrelated to the work, such as political, religious, or social commentary, in the feedback system;
• providing anything of value to any person (including to a third-party who provides assistance in obtaining feedback) or using any service of any type in
order to obtain feedback; or
• offering services for the sole purpose of obtaining positive feedback of any kind;
• Duplicating or sharing accounts;
• Selling, trading, or giving an account to another person without Verrt’s consent;
• Sharing or soliciting Means of Direct Contact with or from another User either directly through messages or by including Means of Direct Contact in a job
post, profile, proposal or other User Content prior to entering into a Service Contract with such User, except as expressly allowed for Enterprise Clients;
• Directly or indirectly, advertising or promoting another website, product, or service or soliciting other Users for other websites, products, or services,
including advertising on Verrt to recruit Media Sellers and/or Clients to join an Agency or another website or company;
• Interfering or attempting to interfere with the proper operation of the Site or Site Services or any activities conducted on the Site, including by:
• bypassing any measures we may use to prevent or restrict access to the Site or any subparts of the Site, including, without limitation, features that
prevent or restrict use or copying of any content or enforce limitations on use of the Site or the content therein;
• attempting to interfere with or compromise the system integrity or security or decipher any transmissions to or from the servers running the Site;
• using any robot, spider, scraper, or other automated means to access the Site for any purpose without our express written permission;
• attempting to or interfering with or compromising the system integrity or security or deciphering any transmissions to or from the servers
running the Site;
• collecting or harvesting any personally identifiable information, including Account names, from the Site;
• attempting to or imposing an unreasonable or disproportionately large load (as determined in Verrt’s sole discretion) on the Site’s infrastructure;
Introducing any invalid data, virus, worm, or other harmful or malicious software code, agent, hidden procedure, routine, or mechanism through or to the
Site that is designed to or known to cause to cease functioning, disrupt, disable, harm, or otherwise impair in any manner, including aesthetic disruptions
or distortions, the operation of (or to allow You or any other person to access or damage or corrupt data, storage media, programs, equipment, or
communications or otherwise interfere with operations of or on) the Site or any software, firmware, hardware, computer system, or network of Verrt or
any third party;
• accessing or attempting to access the Site or Site Services by any means or technology other than the interface provided; or
• framing or linking to the Site or Site Services except as permitted in writing by Verrt
• Conduct or actions that could jeopardize the integrity of or circumvent the Site, Site Services or Verrt’s proprietary information, including:
• attempting to or actually reverse engineering, modifying, adapting, translating, preparing derivative works from, decompiling, interfering with the
operation of, or otherwise attempting to derive source code from any part of the Site or Site Services unless expressly permitted by applicable
law or Verrt; or
• accessing or using the Site or Site Services to build a similar service or application, identify or solicit Verrt Users, or publish any performance or any
benchmark test or analysis relating to the Site.

3.2 ENFORCEMENT

We reserve the right, but do not assume the obligation, to investigate any potential violation of this Section 4 or any other potential violation of these Site Terms of Use and to remove, disable access to, or modify any content on the Site. Our 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. We do not guarantee we will take action against all breaches of these Terms of Use or the User Agreement.

3.3 REPORTING AND CORRECTING VIOLATIONS

If You become aware of any violation of these Site Terms or Use, You must immediately report it to Customer Service. You agree to assist us with any investigation we undertake and to take any remedial steps we require in order to correct a violation of these Site Terms of Use.

4. VERRT’S INTELLECTUAL PROPERTY

Verrt and our licensors retain all right, title, and interest in and to all Intellectual Property Rights related in and to the Site and the Site Services. The Verrt logos and names are trademarks of Verrt and are registered in certain jurisdictions. All other product names, company names, marks, logos, and symbols on the Site or Site Services may be the trademarks of their respective owners. Nothing in the Terms of Service grants You a right to use any Verrt Marks, without written consent of Verrt.

4.1 YOUR OBLIGATIONS AND YOUR INDEMNIFICATION OF VERRT

You are solely responsible for your use of the Site and any content You post on the Site. If a claim is made against Verrt because of your content that, You will pay Verrt for our fees and expenses.

4.2 YOUR CONTENT

You retain your rights to any information or content that You submit, post, or display on our Site or anywhere in our App (“User Content”). When You post User Content on the Site or through the Site Services or provide Verrt with User Content, You understand and acknowledge that You are solely responsible for such User Content. Further, You represent and warrant that You have the right, power, and authority to (a) post that User Content without violating the rights of third parties, and (b) grant the licenses specified below.

You also acknowledge, understand and agree that You will indemnify, defend, and hold harmless Verrt and our respective directors, officers, employees, representatives, and agents (each an “Indemnified Party”) from any and all claims, damages, liabilities, costs, losses, and expenses (including, but not limited to, reasonable attorneys’ fees and all related costs and expenses) arising from or relating to any claim, suit, proceeding, demand, or action brought by You or a third party or other User against an Indemnified Party relating to or arising out of any User Content You post.

4.2 YOUR RIGHTS AND LICENSE TO VERRT AND OTHER SITE VISITORS

You retain all ownership rights in any User Content You post on Verrt. To the extent permitted by applicable law, You also grant to Verrt and our successors a royalty-free, sub-licensable, transferable, perpetual, irrevocable, non-exclusive, worldwide license to use, reproduce, modify, publish, list information regarding, edit, translate, distribute, publicly perform, publicly display, and make derivative works of all such User Content and your name, voice, and/or likeness as contained in your User Content, in whole or in part, and in any form, media, or technology, whether now known or hereafter developed, for use in connection with the Site, Verrt’s, and our successors’ businesses, including, without limitation, for promoting and redistributing part or all of the Site (and derivative works thereof) in any media formats and through any media channels. You also hereby grant each User and each Site Visitor a non-exclusive license to access your User Content through the Site and to use, reproduce, distribute, and display such User Content to the extent permitted through the normal functionality of the Site and subject to all applicable confidentiality and other provisions of the Terms of Service, our Privacy Policy, and applicable law.

4.3 THIRD-PARTY INTELLECTUAL PROPERTY

Section 2.5 explains that third parties, including other Users, are responsible for content posted or linked on the Site, as detailed below:
Any information or content expressed or made available by a third party or any other Site Visitor or User is that of the respective author(s) or distributor(s) and not of Verrt. Verrt neither endorses nor is responsible for the accuracy or reliability of any opinion, advice, information, or statement made on the Site by anyone other than Verrt’s authorized agents acting in their official capacities.
The Site may contain links to third-party websites. The Site may also contain applications that allow You to access third-party websites via the Site. Such third-party websites or applications are owned and operated by the third parties and/or their licensors. The inclusion of any link or application on the Site does not imply that we endorse the linked site or application. You use the links and third-party websites at your own risk and agree that your use of an application or third-party website accessed via the Site is on an “as is” and “as available” basis without any warranty for any purpose.

4.5 COMPLAINTS ABOUT COPYRIGHTED CONTENT ON THE SITE

Verrt respects intellectual property rights of others and ask that You do too. Verrt is committed to complying with Bahrain and EU copyright and related laws and requires all Site Visitors and Users to comply with these laws (as applicable to them). Accordingly, You may not use the Site to store any material or content, or disseminate any material or content, in any manner that constitutes an infringement of third party intellectual property rights, including rights granted by the applicable laws.

In the event of suspected copyright infringement, please email us at hello@verrt.com. We will respond to notices of alleged copyright infringement that comply with applicable legal requirements and properly provided to us.

5. CHANGES TO OUR SERVICES

Verrt reserves its right to at any time suspend or discontinue any feature or part of our Services, including the support for certain devices or platforms. Our Services may also be affected by acts of nature or force majeure events.
We may revise these Terms from time to time in order to reflect the latest improvements or enhancements made to our Services or latest changes in applicable laws or regulations. If we make any material changes to these Terms, we will notify You by email to the email address registered with us. By continuing to use our Services after the changes come into effect, You agree to be bound by the revised Terms

6. LIMITATION OF LIABILITIES

Unless otherwise demanded by applicable law, Verrt would not be liable for any indirect, special, incidental, punitive, exemplary, or consequential losses or damages; o any loss of profit, business, or data arising out of the use of, or the inability to use, our Services. These exclusions or limitations apply regardless of whether or not any Verrt Entity has been advised or notified of such losses or damages. Verrt is not responsible for the conduct of any user of the Services, whether online or offline. Please also refer to the User Agreement for further limitations of liabilities

7. INDEMNITY

You agree to indemnify and hold us harmless from and against all liabilities, damages, claims, costs (including legal fees and costs), and expenses in connection with or arising from (i) your breach of these Terms, (ii) your use of our Services and/or (iii) any misrepresentation made by You. You also agree to fully co-operate with us in the defence or settlement of any claim in relation to or arising out of our Services or these Terms.

8. DISPUTE RESOLUTION

We wish to address your concerns without going through a formal legal process. Before filing a claim against Verrt, You agree to try to resolve the dispute informally by contacting hello@verrt.com. We will respond to You by email as soon as practicable; however a lack of response shall not be deemed to constitute any acquiescence or waiver. We will try our best to resolve the dispute informally within thirty (30) days through mediation. If the dispute is not resolved within such a period, You or Verrt may bring a formal proceeding by the use of arbitration.