There are some important parts of these Terms of Service that we would like to draw your attention to:
121with provides an online platform where individuals and/or businesses seeking to buy knowledge (‘Seekers’) and individuals and/or businesses willing to sell such knowledge (‘Providers’) can connect with each other.
Seekers and Providers enter into a direct contract with each other in relation to the information to be exchanged. 121with and its affiliates are not a party to that contract so they are not responsible if Seeker or Provider does not do what they have said they will do, or if a Provider provides information, advice or opinion badly or incorrectly described further below.
By accessing and using the Service and complying with these Terms of Service, you consent to receiving calls and text messages from us to your mobile phone, if we consider this necessary in order to facilitate fulfillment of the Service.
1. Our Service and our Fee
The Service is a platform for enabling connections between Seekers and Providers. Seekers are individuals and/or businesses seeking to obtain advice, expertise or information (“Know-how Call”) from Providers, and are therefore clients of Providers. Seekers and Providers together are referred to in these Terms of Service as “Users.” Seekers search for a Know-how Call through the 121with Platform and can contact a Provider willing to provide that Know-how Call. In consideration for providing the Service, we receive a fee in respect of all audio calls, video calls and instant messages fulfilled on the 121with platform.
2. Service Only Provides a Venue
121with does not take part in the interaction between Users in relation to the Service (other than to try to facilitate the provision of a Know-how Call)) and is not responsible for the performance of contracts by Users. Otherwise, (i) 121with has no control over the quality, timing, legality, failure to provide, or any other aspect whatsoever relating to the Know-how Call and the way it is provided, or of any ratings provided by the Users in respect of each other, a Know-how Call delivered by Providers, nor of the integrity, responsibility or any of the actions or omissions whatsoever of any Users, and (ii) 121with gives no assurances about the suitability, reliability, timeliness, or accuracy of the Know-how Call requested and provided by Providers identified through the Service whether in public, private, or offline interactions.
3. User Verification
Users may be subject to a verification process before they can register and during their use of the Service. Users hereby give consent to 121with to conduct background checks as often as required in compliance with applicable laws.
Although 121with may perform background checks of Users, as outlined in more above, 121with cannot confirm that each User is who they claim to be and therefore, 121with cannot and does not assume any responsibility for the accuracy or reliability of identity or background check information. When interacting with other Users on the Service you should exercise caution and common sense to protect your personal safety and property, just as you would when interacting with other persons whom you don’t know. 121with will not be liable for any false or misleading statements made by Users of the Service.
4. Billing and Payment Policy
Seekers contract for a Know-how Call directly with Providers. 121with will not be a party to any contracts for Know-how Calls or services and is not responsible for the performance of such contracts by Users.
Users of the Service will be required to provide their credit card or bank account details to 121with and the Payment Service Provider retained by 121with (the “PSP”).
The Service operates in the following way:
The Seeker searches for the required Know-how Call through Provider listings accessed in the 121with marketplace. The Seeker selects the Provider they consider most suited to the Know-how call they require and has the option of contacting that Provider through video call, audio call or instant message. The listing will show the rate that a Provider charges for a Know-how Call including all relevant taxes such as VAT. Once the interaction is completed the Seeker will be instantly charged for the time spent using the Service (‘121with Payment’). The charge for all calls will be stated in the Statement section accessible in the Service.
121with reserves the right, in its sole discretion (but not the obligation), to (i) place on hold any 121with Payment and out of pocket expenses, or (ii) refund, provide credits or arrange for the Payment Service Provider (‘PSP’) to do so.
121with Payment and fees must be paid through the Service.
Users of the Service will be liable for any taxes (including VAT, if applicable) required to be paid on the Services provided under the Agreement (other than taxes on the Company’s income).
The PSP is a third party, currently Stripe LLC. We are not a provider or reseller of the PSP and in order for Providers to receive payments through the PSP, each Provider must enter into Terms of Service (the “ToS”) with the PSP; these terms are available here. The ToS are provided to Providers by email. By accepting our Terms of Service, each Provider confirms: (a) that they have downloaded or printed the ToS, and (b) that they have reviewed and accept the ToS subject to the amendments described below. The ToS represent the terms of the PSP and are not the terms of 121with. 121with gives no assurance as to the suitability or appropriateness of the ToS for Providers and Providers should read them carefully.
The Service is only a venue for connecting Users. Because 121with is not involved in the actual contract between Seekers or in the completion of the Know-how Call, if you have a dispute with one or more Users, you release 121with from any and all claims, liabilities and losses of every kind and nature, known and unknown in any way connected with such disputes. 121with expressly disclaims any liability that may arise between Users of its Service.
6. Public Areas; Acceptable Use
The Service may from time to time, contain profiles, email systems, blogs, message boards, applications, job postings, chat areas, news groups, forums, academies, communities and/or other message or communication facilities (“Public Areas”) that allow Users to communicate with other Users. You may only use such community areas to send and receive messages and materials that are relevant and proper to the applicable forum. Without limitation, while using the Service, you may not:
Defame, abuse, harass, stalk, threaten or otherwise violate the legal rights (such as, but not limited to, rights of privacy and publicity) of others, including 121with staff.
Publish, post, upload, distribute or disseminate any profane, defamatory, infringing, obscene or unlawful topic, name, material or information.
Use the Service for any purpose, including, but not limited to posting or a Know-how Call, which is illegal or otherwise unlawful.
Upload files that contain software or other material that violates the intellectual property rights (or rights of privacy or publicity) of any third party.
Upload files that contain viruses, Trojan horses, corrupted files or any other similar software that may damage the operation of another’s computer or other electronic device.
Advertise or offer to sell any goods or services for any commercial purpose through the Service which are not relevant to the services offered through the Service.
Post or upload any content to which you have not obtained any necessary rights or permissions to use accordingly.
Conduct or forward surveys, contests, pyramid schemes, or chain letters. Impersonate another person or allow any other person or a User or entity to use your identification to post or view comments.
Post the same Know-how Call or information repeatedly (”Spamming”). Spamming is strictly prohibited.
Download any file posted by another User that a User knows, or reasonably should know, cannot be legally distributed through the Service.
Restrict or inhibit any other User from using and enjoying the Public Areas. Imply or state that any statements you make are endorsed by 121with, without the prior written consent of 121with.
Use a robot, spider, manual and/or automatic processes or devices to data-mine, data-crawl, scrape or index the Service in any manner.
Hack or interfere with the Service, its servers or any connected networks.
Adapt, alter, license, sublicense or translate the Service for your own personal or commercial use.
Remove or alter, visually or otherwise, any copyrights, trademarks or proprietary marks and rights owned by 121with.
Upload content that is offensive and/or harmful, including, but not limited to, content that advocates, endorses, condones or promotes racism, bigotry, hatred or physical harm of any kind against any individual or group of individuals.
Upload content that provides materials or access to materials that exploit people under the age of 18 in an abusive, violent or sexual manner.
Use the Services in violation of the 121with Marketplace Guidelines.
Use the Service to solicit for any other business, website or service, or otherwise contact Users for employment, contracting or any purpose not related to use of the Service as set forth herein.
Use the Service to collect usernames and or/email addresses of Users by electronic or other means.
Register under different usernames or identities, after your account has been suspended or terminated.
You understand that all submissions made to Public Areas will be public, and that you will be publicly identified by your name or login identification when communicating in Public Areas and 121with will not be responsible for the action of any Users with respect to any information or materials posted in Public Areas.
7. Account, Password, Security and Mobile Phone Use
While certain parts of the Service are accessible by everyone, in order to use the Service provided through the Service you must register and create a 121with account on the Service (an “Account”). You are responsible for maintaining the confidentiality of any log-in and password details provided by you or given to you by 121with for accessing the Service. You are solely and fully responsible for all activities that occur under your password or account, even if not authorised by you. 121with has no control over the use of any User’s account and expressly disclaims any liability derived therefrom. Should you suspect that any unauthorised party may be using your password or account or you suspect any other breach of security in respect of your account, you must contact 121with immediately. By providing your mobile phone number and using the Service, you hereby affirmatively consent to 121with’s use of your mobile phone number to provide a login code. 121with will not assess any charges for calls or texts, but standard message charges or other charges from your wireless carrier may apply. You may opt out of receiving text messages from us by modifying your account settings in the profile page section of your Account or emailing email@example.com
8. Termination and Suspension
121with may terminate or suspend your right to use the Service at any time if, in its opinion, you have failed to comply with any provision of this Agreement (including the [Marketplace Guidelines]), if any details you have provided to us turn out to be false, or if we believe it is necessary to do so in order to protect other Seekers or Providers and/or for the security of the Service, by providing you with written or email notice of such termination, and termination will be effective immediately upon delivery of such notice. If 121with terminates or suspends your Account for any reason, you are prohibited from registering and creating a new Account under your name, a fake or borrowed name, or the name of any third party, even if you may be acting on behalf of the third party. In addition to terminating or suspending your Account, 121with reserves the right to take appropriate legal action. You may terminate this Agreement at any time by ceasing all use of the Service. All parts of these Terms of Service, which by their very nature should survive the expiration or termination of this Agreement, shall continue in full force and effect subsequent to and notwithstanding the expiration or termination of this Agreement.
9. Your Information and Likeness
“Your Information” is defined as any information and materials you provide to 121with or other Users in connection with your registration for and use of the Service, including without limitation that information posted or transmitted for use in Public Areas. You are solely responsible for Your Information, and we act merely as a passive conduit for your online distribution and publication of Your Information. The information and materials described in this Section, as provided by each Seeker and Provider, is collectively referred to herein as “User-Generated Content.“ You hereby confirm to 121with that Your Information
(a) will not be false, inaccurate, incomplete or misleading;
(b) will not be fraudulent or involve the sale of counterfeit or stolen items;
(c) will not infringe any third party’s copyright, patent, trademark, trade secret or other intellectual property right or rights of publicity or privacy;
(d) will not violate any law or regulation (including without limitation those governing export control, consumer protection, unfair competition, anti-discrimination or false advertising);
(e) will not be defamatory, libellous, unlawfully threatening, or unlawfully harassing;
(f) will not be obscene or contain child pornography or be harmful to minors;
(g) will not contain any viruses, Trojan Horses, worms, time bombs, cancelbots or other computer programming routines that are intended to damage, detrimentally interfere with, surreptitiously intercept or expropriate any system, data or personal information; and
(h) will not create liability for 121with or cause 121with to lose (in whole or in part) the services of its ISPs or other partners or suppliers, for instance by posting illegal photos or other content or altering profile information to create a denial of service from a third party.
The Service hosts User-Generated Content relating to reviews of specific Providers. Such reviews are opinions of Seekers and not the opinion of 121with, have not been verified or approved by 121with and each Seeker should undertake their own research to be satisfied that a specific Provider is the right person for a Know-how Call. You agree that 121with is not liable for any User-Generated Content.
You hereby grant 121with a non-exclusive, worldwide, perpetual, irrevocable, royalty-free, sublicensable (through multiple tiers) right to exercise all copyright, publicity rights, and any other rights you have in Your Information, in any media now known or not currently known in order to perform and improve upon the Service. Each Provider who provides to 121with any videotape, film, recording, photograph, voice, or all related instrumental, musical or other sound effects, in exchange for the right to use the Service, hereby irrevocably grants to the 121with the non-exclusive, fully-paid, royalty-free, transferable, sublicensable, worldwide, unrestricted, and perpetual right to:
Use any videotape, film, recording or photograph that such Provider provides to 121with, and use, reproduce, modify or creative derivative works from such Provider’s picture, silhouette and other reproductions of their physical likeness (as the same may appear in any still camera photograph and/or motion picture film or video) (collectively the “Physical Likeness“), in connection with the exhibition, distribution, display, performance, transmission, broadcasting on any and all media, including, without limitation, the internet, of any videos or images of such Provider in connection with the Service.
Reproduce in all media any recordings of such Provider’s voice, and all related instrumental, musical, or other sound effects (collectively, the “Voice”), made in connection with the Service.
Use, and permit to be used, such Provider’s Physical Likeness and Voice in the advertising, marketing, and/or publication of the Service in any media.
Use, and permit to be used, with Provider’s consent, such Provider’s name and identity in connection with the Service.
10. Links to Other Websites
11. Worker Classification and Withholdings
Each User assumes all liability for proper classification of workers as independent contractors or employees based on applicable legal guidelines. Users do not have authority to enter into written or oral - whether implied or express - contracts on behalf of 121with. Users acknowledge that 121with does not, in any way, supervise, direct, or control a Provider’s work or Know-how Call performed in any manner. 121with does not set a Provider’s work hours or location of work. 121with will not provide any equipment, labour or materials needed for a particular Know-how Call. The Service is not an employment service, employment business or employment agency and 121with does not serve as an employer of any Provider. As such, 121with will not be liable for any tax or withholding, including but not limited to National Insurance, employer’s liability, social security, PAYE or other payroll withholding tax in connection with a Seeker’s use of a Provider’s services. The Seeker agrees to indemnify 121with and its affiliates from any and all claims, liabilities and reasonable costs arising from or in connection with:
a Provider being misclassified as an independent contractor or employee;
121with being incorrectly held to be an employer or joint employer of a Provider; or
any other relevant third-party claims under any employment-related laws, such as those relating to employment termination, employment discrimination, harassment or retaliation, as well as any claims for overtime pay, sick leave, holiday or vacation pay, retirement benefits, worker’s compensation benefits, unemployment benefits or any other employee benefits.
12. Intellectual Property
All intellectual property rights pertaining to any content on the Service (including text, graphics, software, photographs and other images, videos, sound, trade marks and logos) are owned by us or our licensors (and Users may be licensors if they have provided the content concerned). We give you a non-exclusive licence to use and access the Service and its content solely for your own personal use, provided that you shall not: copy or make any part of the Service or its content available for access or use by any other person, except as expressly permitted by these terms or otherwise expressly authorised by us. Except to the extent expressly set out in these terms, you are not being given any rights in respect of any intellectual property rights owned by 121with or its licensors and you acknowledge that you do not acquire any ownership of, or other rights in relation to, any such intellectual property rights by downloading any content from the Service. The service marks and trademarks of 121with, including without limitation 121with and the 121with logos are service marks owned by 121with. Any other trademarks, service marks, logos and/or trade names appearing via the Service are the property of their respective owners. You may not copy or use any of these marks, logos or trade names without the express prior written consent of the owner.
13. Copyright Complaints and Copyright Agent
121with respects the intellectual property of others, and expects Users to do the same. If you believe, in good faith, that any materials provided on or in connection with the Service infringe upon your copyright or other intellectual property right, please send the following information to firstname.lastname@example.org..
A description of the copyrighted work that you claim has been infringed, including the URL (Internet address) or other specific location on the Service where the material that you claim has been infringed is located. Include enough information to allow 121with to locate the material, and explain why you think an infringement has taken place;
Your address, telephone number and e-mail address;
A statement by you that you have a good faith belief that the disputed use is not authorised by the copyright owner, its agent or the law;
A statement by you that the information in your notice is accurate and that you are the copyright owner or authorised to act on the copyright owner’s behalf; and
An electronic or physical signature of the owner of the copyright or the person authorised to act on behalf of the owner of the copyright interest.
14. Confidential Information
You acknowledge that Confidential Information (as hereinafter defined) is a valuable, special and unique asset of 121with and agree that you will not disclose, transfer, use (or seek to induce others to disclose, transfer or use) any Confidential Information for any purpose other than disclosure to your authorised employees and agents who are bound to maintain the confidentiality of Confidential Information. You shall promptly notify 121with in writing of any circumstances that may constitute unauthorised disclosure, transfer, or use of Confidential Information. You shall use best efforts to protect Confidential Information from unauthorised disclosure, transfer or use. You shall return all originals and any copies of any and all materials containing Confidential Information to 121with upon termination of this Agreement for any reason whatsoever. The term “Confidential Information” shall mean any and all of 121with’s trade secrets, confidential and proprietary information and all other information and data of 121with that is not generally known to the public or other third parties who could derive value, economic or otherwise, from its use or disclosure. Confidential Information shall be deemed to include technical data, know-how, research, product plans, products, services, customers, markets, software, developments, inventions, processes, formulas, technology, designs, drawings, engineering, hardware configuration information, marketing, finances or other business information disclosed directly or indirectly in writing, orally or by drawings or observation.
15. Disclaimer of Warranties
We will use all reasonable endeavours to ensure that the Service is available for use for as much of the time as possible, but we do not guarantee that it will be available all of the time and, in particular, it may be unavailable from time to time due to scheduled maintenance or upgrades or for reasons outside our control (such as failures of internet access). We do not give or enter into any condition, warranty or other term to the effect that the Service:
is or will be available all of the time;
is or will be free from defects; or
will comply with any particular standards.
Except as expressly set out in these terms, no implied conditions, warranties or other terms, including any implied term relating to satisfactory quality or fitness for purpose, will apply to the Service or to any service provided by us via the Service. We shall not be liable to you for any loss of profits, goodwill or other intangible losses (even if 121with has been advised of the possibility of such damages) or for any indirect, special or consequential loss or damage, whether such loss or liability arises due to negligence, breach of contract, misrepresentation or for any other reason. The foregoing will not affect any statutory rights that you may have as a consumer through your use of the Service. Nothing in this agreement shall in anyway limit or exclude 121with’s liability for negligence, causing death or personal injury or for fraudulent misrepresentation or for anything, which may not be legally excluded or limited. 121with does not review User postings or other comments or content, and is not involved in any transactions carried out directly between Users.
16. No Liability
121with is not responsible for and shall have no liability in relation to any Know-how Call or other dealings that are facilitated by Users using our Service. Any disputes in relation to any Know-how Call or dealings with Seekers or Providers should be raised and resolved directly with Seeker or Provider concerned. If you have a dispute with any Users whilst using the Service, you agree to release us from all claims, demands and damages of every nature, known and unknown, arising from or in any way connected with such disputes.
You hereby agree to indemnify 121with, its directors, officers, employees, agents, subsidiaries, affiliates, and its partners in promotions, sweepstakes, or contests from and against any and all claims, losses, liabilities, judgments and reasonable costs, including legal fees and costs, incurred in connection with (i) your use or inability to use the Service, or (ii) any content submitted by you or using your account to the Service, including, but not limited to the extent such content may infringe on the intellectual rights of a third party or otherwise be illegal or unlawful. 121with reserves the right, at its own expense, to assume the exclusive defence and control of any matter otherwise subject to your indemnification. You will not, in any event, settle any claim or matter without the written consent of 121with.
18. Governing Law
These Terms of Service and your use of the Service shall be governed by English law. You agree that any dispute between you and us regarding these Terms of Service or the Service will only be dealt with by the English courts, provided that, if you live in a part of the United Kingdom other than England, the applicable law of that part of the United Kingdom will govern and any dispute will only be dealt with by the courts there. Nothing shall prevent us from bringing proceedings to protect our intellectual property rights before any competent court.
19. Special Promotions
121with may from time to time provide certain promotional opportunities, sweepstakes and contests to Users. All such promotions will be run at the sole discretion of 121with, and any promotional activity will be governed by its own set of terms and conditions, which will be notified to you should you choose to participate; the liability of any of the Company’s partners pursuant to such promotional opportunities, sweepstakes and contests shall be limited pursuant to Section 19 of these Terms of Service.
20. General Provisions
Failure by 121with to enforce any provision(s) of this Agreement will not be construed as a waiver of any provision or right. This Agreement constitutes the entire agreement between you and 121with with respect to its subject matter. If any provision of this Agreement is found to be invalid or unenforceable, the remaining provisions will be enforced to the fullest extent possible, and the remaining provisions will remain in full force and effect. This Agreement will inure to the benefit of 121with, its successors and assigns.
21. Changes to this Agreement and the Service
22. Contacting us
If you have any questions about these Terms of Service or about the Service, please contact us by email at email@example.com
This agreement describes the terms and conditions for participation in the 121with Affiliate Program. The terms "Affiliate," "you," and "your" are referring to you, the applicant. "We", “us” and "our" refer to 121with. "Services" refers to the services provided by 121with. “121with” refers to Enfish Ltd., registered company number 09339502. The terms ‘Know-how Provider’, ‘Customer’ refer to an individual or company providing a service through the platform.
We are independent parties and this agreement will not form any partnership.
This agreement will begin upon our acceptance of your affiliate application and will end when terminated by either party.
Termination may happen at any time, with or without cause, by giving the other party written notice of termination either by e-mail or post.
By posting a Change Notice or a new agreement on this site, we may modify any of the terms and conditions within this Agreement at any time and at our sole discretion. These modifications may include, but not limited to changes in the scope of available referral fees, fee schedules, payment procedures and Program rules. If any of the modifications are UNACCEPTABLE TO YOU, your only recourse is to terminate this Agreement. If you CONTINUE PARTICIPATION IN THE PROGRAM following the posting of a Change Notice or new agreement, it will be considered as your acceptance of the change.
You will receive 5% of the total gross value of every audio and video call made to a Know-how Provider who registers through your unique affiliate referral code. The Know-how Provider must have landed on the 121with platform via your embedded link. This is produced by 121with and can be found in your settings section.
For a sale to generate a commission to an Affiliate, the Know-how Provider must complete a 121with profile, successfully register bank details, be verified by our 3rd party payment merchant and deliver their service including any audio and video calls through the 121with platform. This Affiliate Program is an incentive for new client referrals and as such domains previously hosted at 121with will not be eligible for a commission.
Referral fees can only be earned between the acceptance of the Affiliate application and notice of termination. Any Fee above the value of £1/$1/€1 will be paid at the end of the day by the 3rd party payment merchant.
Affiliates must have an active link on their website.
In order to receive payment an Affiliate must have an active and verified 121with Provider or Seeker account.
121with will be solely responsible for every profile created through the 121with platform. Know-how Providers who purchase products and services through the 121with Affiliate Program will be deemed to be customers of 121with. Prices and availability of our products and services may vary from time to time. We reserve the right to reject any Know-how Provider who does not comply with our rules, operating procedures and policies.
121with reserves the right not to accept any site into the 121with Affiliate Program based on site content. Sites that do not qualify for the 121with Affiliate Program include sites such as sites that are:
1. Promoting violence and discord.
2. Promoting discrimination based on race, sex, religion, nationality, disability, sexual orientation, or age.
3. Promoting illegal or questionable activities.
4. Violating intellectual property rights.
Unsolicited Commercial E-mail - 121with in no way participates in mass unsolicited e-mailing (i.e. spamming), and all Affiliates are expected to adhere to this policy as well. Violation of this policy will result in the termination of this contract and immediate dismissal from the 121with Affiliate Program, forfeiting any outstanding payments.
We make no express or implied warranties or representations with respect to the Affiliate Program or your potential to earn income from the 121with Affiliate Program. In addition, we make no representation that the operation of our site or the Affiliate Sites will be uninterrupted or error-free, and we will not be liable for the consequences of any interruptions or down time.
This Agreement will be governed by the laws of the United Kingdom. You may not assign this Agreement, by operation of law or otherwise, without our prior written consent. Subject to that restriction, this Agreement will be binding on, inure to the benefit of, and enforceable against the parties and their respective successors and assigns. Our failure to enforce your strict performance of any provision of this Agreement will not constitute a waiver of our right to subsequently enforce such provision or any other provision of this Agreement.
By sending your Affiliate link or creating a 121with banner, you acknowledge that you have read this agreement and agree to all its terms and conditions. You have independently evaluated this program and are not relying on any representation, guarantee, or statement other than as set forth in this agreement.