Last updated: May 27, 2015
Please read these Terms and Conditions ("Terms", "Terms and Conditions") carefully before using the www.duoflag.com website (the "Service", "Site"), with the name and brand of Duoflag, operated and owned by Intertech Serviços de Informática LTDA. ("us", "we", or "our"), business number (CNPJ): 08.563.174/0001-74.
Your access to and use of the Service is conditioned on your acceptance of and compliance with these Terms. These Terms apply to all visitors, users, partners and others who access or use the Service.
By accessing or using the Service you agree to be bound by these Terms. If you disagree with any part of the terms then you may not access the Service.
The Service is intended solely for people who are 18 or older. Any access to or use of the Site, Application or Services by anyone under 18 is expressly prohibited. By accessing or using the Site, Application or Services you represent and warrant that (i) you agree to be bound by these Terms and (ii) that you are 18 or older and able to form legally binding contracts.
When you create an account with us, you must provide us information that is accurate, complete, and current at all times. Failure to do so constitutes a breach of the Terms, which may result in immediate termination of your account on our Service.
You are responsible for safeguarding the password that you use to access the Service and for any activities or actions under your password, whether your password is with our Service or a third-party service.
You agree not to disclose your password to any third party. You must notify us immediately upon becoming aware of any breach of security or unauthorized use of your account.
As part of the functionality of the service, you may link your Account with Third Party Accounts, including (but not limited) "Facebook", "Linkeding" and "Google", by either: (i) providing your Third Party Account login information to us through the Site; or (ii) allowing us to access your Third Party Account, as is permitted under the applicable terms and conditions that govern your use of each Third Party Account. You represent that you are entitled to disclose your Third Party Account login information to us and/or grant us access to your Third Party Account (including, but not limited to, for use for the purposes described herein), without breach by you of any of the terms and conditions that govern your use of the applicable Third Party Account and without obligating us to pay any fees or making us subject to any usage limitations imposed by such third party service providers.
Purpose of the site and site services
The Site is a marketplace where Clients and Immigration and Related Professionals can identify each other and buy and sell Immigration Services online. Subject to the terms of this Agreement, Intertech provides the Site Services to Clients and Professionals, including hosting and maintaining the Site, enabling the formation of Service Contracts between Clients and Professionals, and managing disputes related to those Service Contracts. If a Client and Professional agree on terms of the Professional Services, a Service Contract is formed directly between such Client and Professional, subject to the provisions set forth in Section "Relationship Between Client and Professional". When a Client and Professional enter a Service Contract, they use the Site to engage or hire, communicate, and pay online.
Please note that, as stated above, the service is intended to be used to facilitate user interaction. We cannot and do not control or guarantee the content contained in any listings or the information exchanged between users via the services. you understand and acknowledge that we are not responsible for and disclaims any and all liability related to any and all listings and information provided under the services. accordingly, all users use the site at their own risk.
Our Service allows you to post, link, store, share and otherwise make available certain information, text, graphics, videos, or other material ("Content"). You are responsible for the Content that you post to the Service, including its legality, reliability, and appropriateness.
By posting Content to the Service, you grant us the right and license to use, modify, publicly perform, publicly display, reproduce, and distribute such Content on and through the Service. You retain any and all of your rights to any Content you submit, post or display on or through the Service and you are responsible for protecting those rights. You agree that this license includes the right for us to make your Content available to other users of the Service, who may also use your Content subject to these Terms.
You represent and warrant that: (i) the Content is yours (you own it) or you have the right to use it and grant us the rights and license as provided in these Terms, and (ii) the posting of your Content on or through the Service does not violate the privacy rights, publicity rights, copyrights, contract rights or any other rights of any person.
Professionals (Service Providers)
You (as an immigration professional) may create listings to offer your services to other Users. To this end, you may need to provide information regarding the expertise you offer as well as pricing and other financial terms applicable to your offering. listings will be made publicly available via the site.
Seekers will be able to hire an immigration service with you via the site, based upon the information provided in your listing. You understand and agree that once a seeker hires an online service, the price advertised under your listing may not be altered.
You acknowledge and agree that you are solely responsible for any and all listings you post. Accordingly, you represent and warrant that any Listing you post and the agreements you enter into with Seekers (i) will not breach any agreements you have entered into with any third parties and (ii) will (a) comply with all applicable laws, Tax requirements, and rules and regulations that may apply to you and (b) not conflict with the rights of third parties. Please note that we assume no responsibility for the content of listings or for any User’s compliance with any applicable laws, rules and regulations.
Service Requests and Payments (For Immigration and related Service Providers)
For Professionals (Service Providers): If you (as an immigration professional) have received a service request from an user, you will be required to either confirm or reject the request within 24 hours of when the request is made (as determined by us in our sole discretion) or the request will be automatically cancelled. When a service is requested with you via the site, we will share with you (i) the first and last name of the Seeker who has requested the service, and (ii) a link to the Seeker’s Duoflag' Account profile page, so that you can view this information before confirming or rejecting the service. When you confirm a service request, we will send you an email and notification message via the site confirming such service booking.
The amount due and payable by a seeker relating to the service is referred to as an “Immigration Service Fee”. Immigration Service Fees are quoted in each Listing, in Brazilian Reais. Please note that it is Professionals, and not Duoflag, which set all Service Fee Rates.
In consideration of the services, we charge you a fee (the “Commission Fee”) based on a percentage of Immigration Service Fees collected on your behalf. The current applicable percentage is twelve percent (12%). The Commission Fee is deducted from the Service Fee payable to you in respect of an Service. At the conclusion of each Service and after deducting the applicable Commission Fee, we remit the balance of the Service Fee to you via a third party provider www.iugu.com.br, www.paypal.com.br or such other payment methods as may be listed on the site, in Brazilian Reais. Except as otherwise provided herein, Commission Fees are non-refundable.
Please note that we do not currently charge fees for the creation of Listings. However, you acknowledge and agree that we reserve the right, in our sole discretion, to charge you for and collect fees from you for the creation of Listings. Please note that we will provide notice of any Listing fee collection via the site, in accordance with these Terms, prior to implementing such a Listing fee feature.
Service Requests and Payments (For users / seekers)
You (as a seeker), not Duoflag, are solely responsible for honoring any confirmed hired services. If you choose to enter into a transaction with a Professional by hiring him/her via the site, these Terms and other terms, conditions, rules and restrictions associated with such Service as set out in the Listing may apply. You acknowledge and agree that you, and not Duoflag, will be responsible for performing the obligations of any such agreements, and Duoflag is not a party to such agreements and disclaims all liability arising from or related to any such agreements.
Contractual Relationship Between Client and Professional (Service Provider)
You acknowledge and agree that when a Professional accepts a Service awarded by a Client, the Client and the Professional will be deemed to have entered into a Service Contract with each other that is comprised of the following agreements (as applicable): (a) The Payment Instructions; (b) the Engagement terms awarded and accepted on the Site to the extent that the terms do not and do not purport to expand Duoflag's obligations or restrict Duoflag's rights under this Agreement; and (c) any other contractual provisions accepted by both the Client and the Professional, to the extent that the provisions do not and do not purport to expand Duoflag's obligations or restrict Duoflag's rights under this Agreement. You acknowledge and agree that the formation of a Service Contract between a Client and a Professional will not, under any circumstance, create an employment relationship between Duoflag and the Professional.
Service Contract Terms Between Client and Professional (Service Provider)
Unless otherwise agreed to in a writing signed by both Client and Professional and except for Service Contracts classified as employment relationships, the terms and conditions of the Service Contract that a Professional enters directly with a Client when the Professional agrees to provide Services to the Client are as set forth in this Section. Client and Professional may not agree to any other terms and conditions that affect the rights or responsibilities of Duoflag. Duoflag is not a party to any Service Contract between Users, except as a third-party beneficiary as described further below.
Professional will perform the Professional Services in a professional and workmanlike manner and will timely deliver any agreed upon Work Service. The manner and means of performing the Professional Services will be determined and controlled by Professional.
If a Service Provider wishes to employ or subcontract with third parties to perform Professional Services on behalf of Service Provider, Service Provider represents and warrants that it does so as a legally recognized entity or person and in compliance with all applicable laws and regulations pertaining to hire and/or contract employees and/or independent contractors (an "Agency"). Professional and Agency agree and acknowledge that Agency's employees and independent contractors are not employees of Duoflag or Client. As between Duoflag and Professional, Professional agrees that Duoflag has no responsibility for any wages, costs, unemployment insurance, workers' compensation insurance, and expenses of Agency's employees and independent contractors and that Duoflag has no obligation to, and will not, supervise or control them. Professional represents, warrants, and covenants that Agency acknowledges and agrees that: (a) Agency is solely responsible for all wages, costs, unemployment insurance, workers' compensation insurance, contributions, and expenses of Agency's employees and independent contractors and has the sole and exclusive right to supervise and control them, and (b) neither Agency, nor any of its employees, independent contractors or agents, will have any claim under this Agreement for overtime pay, sick leave, holiday or vacation pay, retirement benefits, worker's compensation benefits, unemployment benefits, contributions, or any other employee benefits of any kind from Duoflag or Client.
Client Payments and Billing
For Fixed Price Contracts, Client is billed immediately upon sending an offer and have the service accepted by the Professional.
You agree to abide by the Dispute Resolution operated by Duoflag in the rare event of disagreements between Client and Professional.
Termination of a Service Contract
Under Fixed Price Contracts, once a Client's Payment Method has been charged to fund the escrow account for the Engagement, absent a full refund to Client by Professional, the Service Contract does not terminate until the Professional Services are completed. However, either Client or Professional has the right to terminate a Fixed Price Contract at any time with the consent of the other party or in the event of a material breach. If a Fixed Price Contract is terminated, Client does not have the right to recover any payments already released to Professional from the escrow account for the Engagement.
You acknowledge and agree that a substantial portion of the compensation Duoflag receives for making the Site available to you is collected as a deduction of the Service Fee described in Section "Service Fee". Duoflag only deducts this Service Fee when a Client and a Professional pay and receive payment through the Site. Therefore, for 24 months from the time you identify or are identified by any party through the Site (the "Non-Circumvention Period"), you must use the Site as your exclusive method to request, make, and receive all payments for work directly or indirectly with that party or arising out of your relationship with that party (the "Duoflag Relationship"). You may opt-out of this obligation only if Client or prospective Client or Professional pays Duoflag an "Opt-Out Fee" computed to be the greater of the following amounts:
1) USD $500; or
2) 15% of the cost to the Client of the services to be performed in the Duoflag Relationship during the Non-Circumvention Period, as estimated in good faith by the prospective Client; or
3) all Service Fees that would be earned by Duoflag from the Duoflag Relationship during the Non-Circumvention Period, computed based on the annualized amount earned by Professional from Client during the most recent normalized 8-week period, or during such shorter period as data is available to Duoflag;
and, in any case, plus interest at the rate of 18% per annum or the maximum rate permitted by applicable law, whichever is less, calculated from the date Client first makes payment to the subject Professional until the date the Opt-Out Fee is paid.
To pay the Opt-Out Fee, you must request instructions by contacting us.
Non-Circumvention. You agree not to circumvent the Payment Methods offered by the Site. By way of illustration and not in limitation of the foregoing, you must not:
- Submit proposals or solicit parties identified through the Site to contact, hire, work with, or pay outside the Site.
- Accept proposals or solicit parties identified through the Site to contact, deliver services, invoice, or receive payment outside the Site.
- Invoice or report on the Site or in an Opt-Out Fee request an invoice or payment amount lower than that actually agreed between Client and Professional.
- You agree to notify Duoflag immediately if another person improperly contacts you or suggests making or receiving payments outside of the Site. If you are aware of a breach or potential breach of this non-circumvention agreement, please submit a confidential report to Duoflag
The Service and its original content (excluding Content provided by users), features and functionality are and will remain the exclusive property of Duoflag and its licensors. The Service is protected by copyright, trademark, and other laws of both the Brazil and foreign countries. Our trademarks and trade dress may not be used in connection with any product or service without the prior written consent of Duoflag.
Links To Other Web Sites
Our Service may contain links to third-party web sites or services that are not owned or controlled by Duoflag.
Duoflag has no control over, and assumes no responsibility for, the content, privacy policies, or practices of any third party web sites or services. You further acknowledge and agree that Duoflag shall not be responsible or liable, directly or indirectly, for any damage or loss caused or alleged to be caused by or in connection with use of or reliance on any such content, goods or services available on or through any such web sites or services.
We strongly advise you to read the terms and conditions and privacy policies of any third-party web sites or services that you visit.
We may terminate or suspend your account immediately, without prior notice or liability, for any reason whatsoever, including without limitation if you breach the Terms.
Upon termination, your right to use the Service will immediately cease. If you wish to terminate your account, you may simply discontinue using the Service.
Limitation Of Liability
In no event shall Duoflag, nor its directors, employees, partners, agents, suppliers, or affiliates, be liable for any indirect, incidental, special, consequential or punitive damages, including without limitation, loss of profits, data, use, goodwill, or other intangible losses, resulting from (i) your access to or use of or inability to access or use the Service; (ii) any conduct or content of any third party on the Service; (iii) any content obtained from the Service; and (iv) unauthorized access, use or alteration of your transmissions or content, whether based on warranty, contract, tort (including negligence) or any other legal theory, whether or not we have been informed of the possibility of such damage, and even if a remedy set forth herein is found to have failed of its essential purpose.
Your use of the Service is at your sole risk. The Service is provided on an "AS IS" and "AS AVAILABLE" basis. The Service is provided without warranties of any kind, whether express or implied, including, but not limited to, implied warranties of merchantability, fitness for a particular purpose, non-infringement or course of performance.
Duoflag its subsidiaries, affiliates, and its licensors do not warrant that a) the Service will function uninterrupted, secure or available at any particular time or location; b) any errors or defects will be corrected; c) the Service is free of viruses or other harmful components; or d) the results of using the Service will meet your requirements.
These Terms shall be governed and construed in accordance with the laws of Brazil, without regard to its conflict of law provisions.
Our failure to enforce any right or provision of these Terms will not be considered a waiver of those rights. If any provision of these Terms is held to be invalid or unenforceable by a court, the remaining provisions of these Terms will remain in effect. These Terms constitute the entire agreement between us regarding our Service, and supersede and replace any prior agreements we might have between us regarding the Service.
We reserve the right, at our sole discretion, to modify or replace these Terms, including the Service Fee (as defined above) at any time. If a revision is material we will try to provide at least 15 days notice prior to any new terms taking effect. What constitutes a material change will be determined at our sole discretion. To communicate the notice, we will update the “Last Updated Date” at the top of these Terms and send an email message to all users. You agree to keep your email address on file with us up-to-date
By continuing to access or use our Service after those revisions become effective, you agree to be bound by the revised terms. If you do not agree to the new terms, please stop using the Service.
If you have any questions about these Terms, please contact us.