SELLER AGREEMENT

  1. BETWEEN
    1. Digital Jetty (the "Company"); and you, a corporation, business entity, sole proprietor or independent contractor, operating as a seller on Neudesk.
  2. THE SERVICES
    1. You are going to provide professional services to clients on Neudesk. You certify that you are fully qualified to perform them.
    2. The services shall be carried out in a timely and professional manner and in compliance with the highest standards of relevant established current practice.
    3. The services will be provided according to the offer that you provide on Neudesk.
    4. Prices that you offer are considered to be a gross value, that includes all possible taxes, including, but not limited to: sales tax, VAT or GST.
    5. You will receive payments, from clients, for your services upfront, when possible.
    6. Client can cancel an order if no work started on it yet. In such cases you will fully refunded them within 5 working days.
    7. You will pay fees to the Company, for connecting you with the clients, according to the pricing page.
    8. Clients will be able to review your services according to the review system.
    9. The Company will not owe you any money for your work if it won’t receive a payment for it from a customer. You bear the economic risk and Company’s only obligation to you hereunder is to use commercially reasonable efforts to facilitate and collect fees for your services.
    10. In the event that the work provided will be deemed to be of insufficient quality, or if there are substantial difficulties in communication with you that impede the effective collaboration, the Company reserves the right to terminate the agreement unilaterally and immediately. In such case, all ongoing work will be cancelled, and you agree to refund the client for any incomplete or substandard services.
    11. All amounts are always expressed in United States Dollars (USD) ($), unless clearly specified otherwise.
  3. ADDITIONAL FEES
    1. You will pay a 15% annual interest on all late fees.
    2. You will pay or reimburse the Company for any mailing and travel costs, where requested.
  4. INTELLECTUAL PROPERTY RIGHTS
    1. In case of creative services, you will fully transfer all intellectual property rights, including your economic rights to the work results, to the client as soon as the work will be created, and paid for by the client, unless specified otherwise in the services description.
  5. ASSIGNMENT
    1. You may not assign, transfer or sub-contract in whole or in part any of your rights or obligations under this Agreement without the prior written consent of the Company.
  6. STATUS
    1. For the avoidance of any doubt, it is agreed that you are entering into this agreement as an independent contractor. You shall not be an agent, worker or employee of the Company and neither shall you have the authority or power to bind the Company or create liability against the Company in any way.
  7. WORKING WITH INTRODUCED CLIENTS DIRECTLY
    1. You agree that the Company will be the sole and exclusive collection and payment processing mechanism for the work provided by you.
    2. You shall not solicit, collect or otherwise receive from the introduced clients any fees or expense reimbursement for work, outside of the Company payment system.
    3. You are not permitted to be employed or work directly for the clients, you were introduced to, without the Company’s written approval. In each such case, you agree to pay the Company compensation in the amount of $50,000. This clause shall remain for two years after this contract termination.
  8. INDEMNITY
    1. You agree to indemnify and keep indemnified the Company on demand against all actions, claims, costs (including without limitation legal costs), liabilities and losses which may be made against it or which it may suffer or incur as a consequence of or which relate to or arise directly or indirectly from any breach by you of the terms of this agreement.
  9. DATA PROTECTION
    1. You consent to the Company holding and otherwise processing data relating to you, including disclosing such data to third parties, both electronically and manually, for the purposes of:
      1. The Company's administration and management of its or their business.
      2. Compliance with any applicable procedures, laws, and regulations.
    2. You also consent to the transfer, storage and other processing (both electronically and manually) by the Company of any such data in any country in which the Company operates.
  10. LIMITATION OF LIABILITY
    1. IN NO EVENT SHALL THE COMPANY BE LIABLE TO YOU OR TO ANY THIRD PARTY FOR ANY LOSS OF USE, REVENUE OR PROFIT OR LOSS OF DATA OR FOR ANY CONSEQUENTIAL, INCIDENTAL, INDIRECT, EXEMPLARY, SPECIAL OR PUNITIVE DAMAGES WHETHER ARISING OUT OF BREACH OF CONTRACT, TORT (INCLUDING NEGLIGENCE) OR OTHERWISE, REGARDLESS OF WHETHER SUCH DAMAGE WAS FORESEEABLE AND WHETHER OR NOT SUCH PARTY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
  11. DISPUTE RESOLUTION
    1. In the event of a dispute, both parties agree to attempt to resolve the matter amicably within 14 days of written notice.
    2. If unresolved, the dispute will be submitted to binding arbitration in a jurisdiction chosen by the Company, in accordance with applicable laws.
  12. GENERAL
    1. A person, firm or company which is not a party to this agreement shall have no right to enforce any of its terms.
    2. This agreement constitutes the entire agreement and understanding between the parties.
    3. If any provision of this agreement shall be held to be illegal, void, invalid or unenforceable, the legality, validity, and enforceability of the remainder of this Agreement shall not be affected. If any of the restrictions contained in any of the clauses are void but would have been valid if some part of the clause were deleted, the restriction in question shall apply with such modifications as may be necessary to make it valid.
    4. The Company may update this agreement from time to time in order to reflect, for example, changes to our practices or for other operational, legal or regulatory reasons.
    5. You certify that you are not a national of and does/will not reside in a prohibited region, defined below. You will not request or cause the Company to transfer any funds into a financial institution that is located within a prohibited region and you are not identified on any prohibited list. Prohibited regions means any country or region with respect to which the United States or European Union law prohibits transactions, including the payment of funds or the export, re-export, or transfer of items, services, or technology, including but not necessarily limited to the Crimea region of Ukraine, Cuba, Iran, North Korea, Sudan, and Syria. You shall notify the Company immediately if your status changes.
  13. COMMENCEMENT AND TERMINATION
    1. This agreement shall commence on the acceptance date.
    2. This agreement can be terminated with one full day of written notice by both parties.
  14. Last update: 4 May 2025