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Terms and Condition

GURUNITE MARKETPLACE TERMS OF SERVICE

Version 2026.2 — Effective Date: June 30, 2026

PREAMBLE & USER AGREEMENT

This User Agreement and Terms of Service (hereinafter referred to as the “Terms” or “Agreement“) constitute a legally binding contract between Gurunite Platform (hereinafter referred to as “Gurunite“, “we“, “us“, or “our“) and the individual or legal entity accessing, registering, or utilizing the Gurunite marketplace platform located at gurunite.com and all associated applications, tools, and subdomains (collectively, the “Platform“).

By clicking “I Agree,” registering an account, or by continuing to use any part of the Platform, you explicitly acknowledge that you have read, understood, and agreed to be bound by all sections of this Agreement. IF YOU DO NOT AGREE TO THESE TERMS IN THEIR ENTIRETY, YOU MUST IMMEDIATELY CEASE ALL ACCESS TO AND USE OF THE PLATFORM.

SECTION 1: DEFINITIONS AND INTERPRETATION

  1. “Account”: The personalized secure digital profile created by a User to access the Platform’s services.
  2. “Client” (or “Buyer”): Any registered User, business, or organization that posts projects, requests services, or purchases deliverables from Freelancers via the Platform.
  3. “Freelancer” (or “Seller”): Any registered individual, agency, or independent contractor who lists skills, offers services, submits proposals, or delivers digital assets to Clients via the Platform.
  4. “Service Contract”: The implicit or explicit contractual agreement formed directly between a Client and a Freelancer once a project proposal is accepted or a Service is ordered.
  5. “Deliverables”: The final outputs, source codes, documents, designs, video files, software, or text files created by a Freelancer and submitted to a Client in fulfillment of a Service Contract.
  6. “Circumvention”: Any communication, payment action, or relationship-building occurring between Users outside of the Gurunite Platform to avoid platform service fees.

SECTION 2: PLATFORM IDENTITY AND RELATIONSHIP OF PARTIES

  1. Neutral Marketplace: Gurunite acts strictly as an administrative technology marketplace provider. We connect Clients and Freelancers but are NOT a party to any Service Contract executed between Users.
  2. Independent Contractor Status: Freelancers utilizing Gurunite are independent contractors operating their own businesses. They are NOT employees, agents, joint venturers, or partners of Gurunite. Gurunite does not supervise, direct, control, or monitor the Freelancer’s work, working hours, methods, or quality of delivery.
  3. No Marketplace Warranty: Gurunite does not vet, validate, or guarantee the truthfulness of User profiles, the qualifications of Freelancers, or the financial capacity of Clients. Users assume all risks associated with dealing, collaborating, and transacting with other Users.

SECTION 3: ACCOUNT REGISTRATION, SECURITY, AND ELIGIBILITY

  1. Age and Legality: You must be at least eighteen (18) years of age, or the legal age of majority in your jurisdiction, to form a binding contract. Accounts created by minors or automated scripts/bots are strictly prohibited.
  2. Account Accuracy: Users agree to provide true, accurate, and current information during the registration process. While Gurunite does not enforce mandatory identity verification (KYC) at registration, we reserve the right to suspend any account that utilizes obviously fraudulent names, cloned profile pictures, or deceptive credentials.
  3. Single Account Policy: Each physical individual or corporate entity is permitted to maintain exactly one (1) active Account on the Platform. Creating multiple Accounts to manipulate reviews, bypass suspensions, or skew search algorithms constitutes a material breach of this Agreement.

SECTION 4: PAYMENT AND INVOICING PROCESSING

  1. Direct-to-Platform Payments: All payments for Services ordered on the Platform must be processed directly through Gurunite’s integrated checkout gateways (e.g., Stripe, PayPal, or Credit Card processing as provided on the site).
  2. Direct Payout Timing: Upon successful processing of the Client’s payment via the Platform, the funds (minus platform service fees) will be logged to the Freelancer’s balance or disbursed according to the standard clearance cycles established on the site.
  3. Platform Service Fees: Gurunite deducts a percentage-based or flat administrative service fee from transactions processed through the site. These fees are non-refundable once the transaction is initiated or completed.

SECTION 5: ANTI-CIRCUMVENTION POLICY (PROHIBITION OF OFFPAGE TRANSACTIONS)

  1. The Non-Circumvention Period: For a period of twenty-four (24) months from the date of the first introduction between a Client and a Freelancer on the Platform (the “Non-Circumvention Period”), Users must process all payments, contracts, and negotiations exclusively through Gurunite [I2].
  2. Prohibited Conduct: Users are strictly forbidden from engaging in the following actions:
    • Sharing personal contact details (including personal telephone numbers, Skype IDs, Telegram handles, WeChat IDs, WhatsApp numbers, personal or corporate email addresses) within platform messages before a contract is funded.
    • Suggesting, soliciting, or accepting payments via direct bank transfer, external cryptocurrency wallets, personal PayPal links, or any other external payment channel.
    • Creating duplicate contracts offsite with clients met via Gurunite.
  3. Penalties for Violation: Gurunite utilizes automated string-matching and semantic AI scanning algorithms to monitor platform communications. Any detected breach of this anti-circumvention clause will result in an immediate, permanent ban of both the Client and Freelancer accounts, forfeiture of all platform privileges, and potential litigation to recover lost platform commissions.

SECTION 6: INTELLECTUAL PROPERTY AND PROPRIETARY RIGHTS

  1. Work for Hire / Assignment: In accordance with international copyright laws, upon the exact moment the Client’s payment is successfully processed and cleared through the Platform, all right, title, and interest in and to the Deliverables (including all patents, copyrights, trade secrets, trademarks, and source codes) are automatically and irrevocably transferred from the Freelancer to the Client.
  2. Pre-Existing Intellectual Property: If a Freelancer incorporates pre-existing open-source code, third-party stock assets, or their own proprietary frameworks into the Deliverables, the Freelancer retains ownership of those specific sub-components but grants the Client a perpetual, irrevocable, worldwide, royalty-free, non-exclusive license to use, modify, and distribute those components as embedded within the final Deliverable.
  3. Platform Promotional License: By publishing profiles, portfolio items, or service descriptions on Gurunite, Users grant Gurunite a worldwide, perpetual, royalty-free, transferable license to use, display, crop, and index such content for the sole purpose of marketing, search optimization, and operating the Platform.

SECTION 7: TECHNICAL TRANSMISSION LIMITS AND SYSTEM INTEGRITY

  1. File Hosting Limitations: The Platform provides cloud-hosted infrastructure for project file delivery. Standard HTTP protocol constraints are enforced globally. Users are informed that uploading individual files or batches that exceed the server’s designated limits will trigger an HTTP 413 Request Entity Too Large error.
  2. No Liability for Delivery Failure: Gurunite explicitly disclaims any liability for financial damages, missed deadlines, project cancellations, or data corruption resulting from a User’s attempt to transmit files exceeding platform configurations (Max 512MB per transmission). Users must utilize external secure storage links or split files into multiple archives if limits are reached.
  3. Prohibition of Malicious Code: Users shall not upload, embed, or deliver any script, executable, macro, or file that contains viruses, Trojan horses, malware, ransomware, or any code designed to compromise the security, data privacy, or hardware integrity of the Platform or another User’s system.

SECTION 8: LIMITATION OF LIABILITY AND USER DISPUTES

  1. Direct User Disputes: Because Gurunite does not withhold funds in a conditional escrow account, any financial disputes, requests for refunds, or complaints regarding the quality, non-performance, or delays of Deliverables must be settled directly between the Client and the Freelancer. Gurunite may provide an administrative communication portal for disputes but is under no obligation to legally arbitrate or enforce refunds.
  2. Disclaimer of Warranties: THE PLATFORM AND ALL MERCHANDISE, LOGISTICS, AND SERVICES PROVIDED ARE DISTRIBUTED ON AN “AS IS” AND “AS AVAILABLE” BASIS. GURUNITE MAKES NO EXPRESS OR IMPLIED WARRANTIES, INCLUDING BUT NOT LIMITED TO WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, OR THAT THE PLATFORM WILL OPERATE COMPLETELY ERROR-FREE OR WITHOUT DOWNTIME.
  3. Limitation of Liability: TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL GURUNITE, ITS AFFILIATES, DIRECTORS, EMPLOYEES, OR AGENTS BE LIABLE FOR ANY INDIRECT, SPECIAL, INCIDENTAL, PUNITIVE, EXEMPLARY, OR CONSEQUENTIAL DAMAGES (INCLUDING BUT NOT LIMITED TO LOSS OF PROFITS, LOSS OF DATA, LOSS OF REVENUE, OR BUSINESS INTERRUPTION) ARISING OUT OF OR IN CONNECTION WITH USER INTERACTIONS, REGARDLESS OF THE LEGAL THEORY ADOPTED.

SECTION 9: INDEMNIFICATION

You agree to indemnify, defend, and hold harmless Gurunite, its parent company, subsidiaries, officers, directors, and employees from and against any and all claims, liabilities, damages, losses, costs, expenses, or fees (including reasonable legal and attorneys’ fees) arising out of or relating to:

  • Your breach of any section of this Agreement;
  • Your tax liabilities or failure to report earnings to domestic tax authorities;
  • Any copyright, trademark, or patent infringement claims stemming from Deliverables you provided or purchased;
  • Your interactions, financial transactions, or contract failures with other Users offsite.

SECTION 10: TERM, SUSPENSION, AND TERMINATION

  1. Termination by Platform: Gurunite reserves the absolute right to suspend, restrict, or completely terminate any User Account without prior notice or financial compensation if we determine, in our sole discretion, that the User has violated these Terms, engaged in fraudulent activities, circumvented our payment gateways, or acted in a manner detrimental to the platform’s reputation.
  2. Survival: All sections of this Agreement which by their nature should survive termination shall survive, including but not limited to Section 5 (Non-Circumvention), Section 6 (Intellectual Property), Section 8 (Liability Disclaimers), and Section 11 (Governing Law).

SECTION 11: GOVERNING LAW, JURISDICTION, AND SEVERABILITY

  1. Governing Law: This Agreement and any legal dispute arising out of or related to it shall be governed by, interpreted, and construed in accordance with the laws of the country/state where Gurunite’s corporate entity is legally incorporated, completely disregarding any choice-of-law or conflict-of-laws principles.
  2. Class Action Waiver: YOU AND GURUNITE AGREE THAT ANY DISPUTE PROCEEDINGS WILL BE CONDUCTED ON AN INDIVIDUAL BASIS AND NOT IN A CLASS, CONSOLIDATED, OR REPRESENTATIVE LEGAL ACTION.
  3. Severability: If any provision of this Agreement is held by a court of competent jurisdiction to be illegal, invalid, or unenforceable, the remaining provisions shall remain in full force and effect, and the invalid clause shall be modified to the minimum extent necessary to make it legally enforceable.