Term & Conditions

These Terms of Use and the Privacy Policy (collectively, this Agreement) form a contract between CoFlowx and each User.

CoFlowx provides the Platform so that Businesses can invite Freelancers to join their talent pool, Businesses can submit Projects to Freelancers, Freelancers can quote for Projects, and Businesses can engage Freelancers to provide Freelancer Services. By accessing or using the Platform, you agree that CoFlowx acts solely as an intermediary between Businesses and Freelancers, and CoFlowx is in no way a party to any contract that may come into existence between Businesses and Freelancers.

Note

When you see this 💡 symbol, we have provided a simple summary for each section. These summaries help you get a quick overview of that section, but you will need to read each section completely to get all the details of what you are agreeing to.

• Registration and Account Security
  

  💡 You must be registered and have an account to use our platform and services. You are responsible for the security of your account.
  

  You must be registered to use the Platform. By completing a Registration and using the Platform for any purpose, you unconditionally accept and agree to be bound by this Agreement.When you register and activate your Account:
  

  • as a Business or a Freelancer, you will provide CoFlowx with personal information such as your name, email address and telephone number. You must ensure that this information is accurate and current. CoFlowx will handle all personal information it collects from you in accordance with the Privacy Policy; and
  • as a Freelancer, you will provide any Business that invites you to join its talent pool with personal information such as your name, email address and telephone number. That Business will handle all personal information it collects from you in accordance with its privacy policy (if any).

  You are responsible for safeguarding any passwords or other credentials used to access your Account. You are responsible for any activity occurring in your Account (other than activity that CoFlowx is directly responsible for and is not performed in accordance with your instructions), whether or not you authorised that activity. If you become aware of any unauthorised access to, or use of, your Account, you should immediately notify us by email to admin@coflowx.com.
  

• Privacy
  

  💡 We can use your personal information as set out in our privacy policy.
  

  CoFlowx respects your privacy and uses your personal information to provide the Services. By accepting these Terms of Use and the Privacy Policy, you give CoFlowx permission to use your personal information in accordance with the Privacy Policy. Please have a look at the Privacy Policy (available at www.coflowx.com/privacy) for further information.
  

• User Data Displayed on Platform
  

  💡 This section describes your responsibilities (and our rights) in relation to information you upload to our platform.
  

  You acknowledge and agree that:
  

  • CoFlowx does not represent or warrant the timeliness, suitability, accuracy, completeness or correctness of any User Data;

  • CoFlowx is not responsible or liable for any Loss suffered or incurred by you or any third party as a result of or arising in any way out of:
    

    • any error, omission or imperfection in any User Data (including manifest and typographical errors);
    • the deletion or failure to properly store any User Data;
    • any invalid, illegal, misleading or inaccurate User Data;
    • the non-delivery or untimely delivery of User Data; or
    • the uploading, downloading, accessing, editing or removing of any User Data on the Platform;
      
  • all User Data relating to you, including all information relating to your credentials, qualifications and experience, derives entirely from User Data uploaded by you or someone acting on your behalf (including an Administrator);
  • you are solely responsible for the legality, validity, accuracy, completeness and correctness of any User Data uploaded by you or any person acting on your behalf (including an Administrator) and CoFlowx has no obligation to monitor or review any User Data uploaded by you or any such other person;
  • CoFlowx does not verify and does not guarantee the legality, validity, accuracy, completeness or correctness of any User Data;
  • nothing on the Platform (including User Data) constitutes or should be regarded as a recommendation or an endorsement of the credentials, qualifications or experience of any Business or Freelancer;
  • CoFlowx does not guarantee the protection or security of any User Data uploaded on the Platform or transmitted via the internet and such User Data is sent at the transmitter's own risk;
  • CoFlowx is not responsible or liable for any loss of User Data or unauthorised use of or access to User Data for any reason (including access arising from the transmission of public data networks or when using third party networks and systems); and
  • in order to ensure compliance with legal obligations, CoFlowx may:
  • CoFlowx is not responsible or liable for any Loss suffered or incurred by you or any third party as a result of or arising in any way out of:

  • CoFlowx is not responsible or liable for any Loss suffered or incurred by you or any third party as a result of or arising in any way out of:
    

    • be required to review certain User Data to determine whether it is illegal or whether it violates this Agreement (such as when unlawful conduct or content is reported to CoFlowx); and
    • prevent access to or refuse to display User Data that it reasonably believe violates any Laws or this Agreement.
      

• Reliability & Security of Platform
  

  💡 We do not guarantee the reliability or security of our platform.
  

  You acknowledge and agree that:
  

  • CoFlowx will endeavour to ensure that the Platform is running and the Services are provided without issue (including undertaking regular maintenance);
  • CoFlowx does not guarantee that the running of the Platform and the provision of the Services will be continuous and fault free. If CoFlowx becomes aware of any fault or failure it will endeavour to promptly address such fault or failure;
  • CoFlowx is not responsible or liable for any Loss suffered or incurred at any time by you or any third party as a result of or arising in any way out of any fault, interruption, discontinuance, malfunction or failure in the running or functionality of the Platform or provision of
  • CoFlowx does not guarantee that the Platform or any User Data downloaded from the Platform (or any associated or linked online service) or uploaded or displayed via the Platform is free from viruses or other harmful components that could cause loss to or interfere with external data, hardware or software;
  • CoFlowx is not responsible or liable for any Loss or interference suffered or incurred at any time by you or any third party as a result of or arising in any way out of the operation or use of the Platform, including due to exposure to any malicious code or other actions, computer virus, malfunction, malware or spyware injection, Structured Query Language (SQL) injections, defects in software, computer intruding, corruption, hacking, interference with telecom providers, DDOS attacks, other types of cyberattacks or forms of computer crime, errors or abuse by other Users or any other analogous event; and
  • CoFlowx is not responsible or liable for any act, omission, error or negligence of any other User (or any person acting on that User’s behalf).

• Terms for Businesses
  

  💡 This section contains terms that only apply to you if you are a Business.
  

  If you are a Business you acknowledge and agree that:
  

  • you are solely responsible and liable for your (and any Administrator’s and any other person acting on your behalf’s) use of the Platform and any interactions with CoFlowx, Freelancers and any third party, including in relation to submitting a Project, reviewing and selecting any Quote, booking and paying for Freelancer Services, and all other matters relating to any transactions between you and Freelancers;
  • at the time of submitting a Project on the Platform and prior to accepting a Quote or booking Freelancer Services, you must undertake your own investigations, enquiries and searches to ascertain the suitability of a Freelancer to provide the Freelancer Services;
  • CoFlowx is not responsible for any act, omission, error or negligence of any Freelancer or any matters relating to the Freelancer Services provided by any Freelancer including the quality of Freelancer Services and whether Freelancer Services are successfully delivered, have failed to be delivered, are delayed, defective or otherwise;
  • CoFlowx is not responsible for any misquoting, inaccuracy or errors in Quotes, changes to Quotes or withdrawal of Quotes by a Freelancer in relation to any Project;
  • CoFlowx cannot be held responsible if the Freelancer Services described in the Quote in relation to any Project differ in any respect (and for any reason) from the Freelancer Services ultimately supplied by the Freelancer;
  • CoFlowx is not responsible or liable for any Loss suffered or incurred at any time by you or any third party as a result of or arising in any way out of paragraphs (a) to (e) above; and
  • CoFlowx is not a party to any contract or dispute between you and Freelancers;
  • you have no authority to make representations on behalf of CoFlowx or bind CoFlowx in any way.

• Subscription, Fees & Payment
  

  💡 If you are a Business you agree to pay us fees on a subscription basis for using our platform and our services. Your subscription will be automatically renewed unless you cancel it before it renews.
  

  If you are a Business you acknowledge agree that:
  

  • access to and use of the Platform and the Services is billed on a subscription basis (Subscription);
  • you will pay CoFlowx the Service Fee for your use of the Platform and the Services using the method of payment accepted by CoFlowx at its discretion;
  • the Service Fee is exclusive of GST and you must pay the applicable amount of GST at the same time as you pay the Service Fee;
  • if you subscribe to a monthly plan the monthly Service Fee will be payable in advance on a monthly basis with the first monthly payment payable when you create your Account;
  • if you subscribe to an annual plan the annual Service Fee will be payable in advance on an annual basis with the first annual payment payable when you create your Account;
  • your Subscription will automatically renew at the end of each Subscription Term unless you cancel the automatic renewal by providing us with written notice during the current Subscription Term;
  • any automatic renewal does not guarantee that the Service Fee paid during the previous Subscription Term will remain the same for the next Subscription Term; and
  • you will keep your billing and billing contact information current and accurate.
  • you will keep your billing and billing contact information current and accurate.
  • you will keep your billing and billing contact information current and accurate.

• Terms for Freelancers
  

  💡 This section contains terms that only apply to you if you are a Freelancer.
  

  If you are a Freelancer you acknowledge agree that:
  

  • CoFlowx is not an agent or partner of any Business;
  • you are solely responsible and liable for your (and for any person acting on your behalf’s) use of the Platform and the Services and any interactions with Businesses and any third party, including in relation to providing Quotes, promoting Freelancer Services, providing Freelancer Services and for collecting payment for the Freelancer Services;
  • CoFlowx is not responsible for the accuracy, completeness, correctness, reliability or timeliness of the User Data provided by a Business when posting a Project;
  • CoFlowx plays no role (either active or inactive) in the method of selection by Businesses of a Quote and CoFlowx does not guarantee that Businesses will select the lowest priced or best Quote;
  • you are responsible for reading and understanding the terms and conditions of engagement of a Business before providing Freelancer Services to that Business;
  • CoFlowx is not responsible or liable for any Loss suffered or incurred at any time by you or any third party as a result of or arising in any way out of paragraphs (a) to (e) above; and
  • CoFlowx is not a party to any contract or dispute between you and Businesses; and
  • you have no authority to make representations on behalf of CoFlowx or bind CoFlowx in any way.

• Use of Platform
  

  💡 This section describes the things you must (and must not) do when using our platform and services.
  

  You must:
  

  • not misuse the Platform or the Services by interfering with their normal operation, or attempting to access them using a method other than through the interfaces and instructions CoFlowx provides;
  • not circumvent or attempt to circumvent any limitations that CoFlowx imposes on your Account;
  • not probe, scan, or test the vulnerability of any CoFlowx system or network, unless with the prior written authorisation of CoFlowx;
  • not, and must not attempt to, decipher, decompile, disassemble, translate, create derivative works, reverse engineer or otherwise attempt to reconstruct, identify or discover any source code, algorithms, underlying ideas or underlying user interface techniques in the Platform or the Services or any of the software used to provide the Platform or the Services;
  • not transmit any viruses, malware, or other types of malicious software, or links to such software, through the Platform;
  • not use the Platform or the Services, and must not permit the Platform or the Services to be used (whether directly or indirectly), in any way that infringes, or encourages the infringement of, a third party's rights, including Intellectual Property Rights rights, confidentiality or privacy rights, or is otherwise unlawful;
  • not engage in abusive or excessive use of the Platform or the Services, which is usage significantly in excess of average usage patterns that adversely affect the speed, responsiveness, stability, availability, or functionality of the Services for other Users. CoFlowx will use reasonable efforts to notify you of any abusive or excessive usage to provide you with an opportunity to reduce such usage to a level acceptable to CoFlowx;
  • not use the Platform or the Services, or any of CoFlowx’s Intellectual Property Rights in any way that represents or implies an endorsement or association; and
  • unless authorised in writing by CoFlowx, not lend, resell, lease or sublicense or otherwise use the Platform or the Services for the benefit of a third party.

• Suspension
  

  We have the right to suspend your use of our platform and services.
  

  CoFlowx may limit or suspend access to the Platform or use of the Services from time to time at its discretion (for example, to perform scheduled maintenance or in the event of a security emergency). If CoFlowx limits or suspends access to the Platform or use of the Services, it will give you reasonable advance notice so that they can plan around it. However, there may be some situations (for example a security emergency) where it may not be practicable for CoFlowx to give you advance notice. CoFlowx will use commercially reasonable efforts to narrow the scope and duration of the suspension or limitation as is needed to resolve the issue that prompted such action.
  CoFlowx may also suspend your access to the Platform or use of the Services if you:
  

  • breach clause 8; or
  • are otherwise in material breach of this Agreement (including a failure to pay CoFlowx the Service Fee in accordance with clause 6) and have not rectified that breach following 14 days’ written notice from CoFlowx.

• Termination
  

  💡 You and we both have the right to end your use of our platform and services.
  

  An Business or CoFlowx may terminate this Agreement if the other party:
  

  • a Business may terminate this Agreement and its Subscription for convenience:
    

    • at any time if it has a monthly Subscription; or
    • by providing at least 60 days’ advance notice if it has an annual Subscription; and

  • CoFlowx may immediately terminate this Agreement if:
    

    • a Service Fee is more than 30 days overdue; or
    • you breach clause 8.

  If CoFlowx makes a change to the Platform or the Services that results in an overall material decrease in functionality of the Platform or the Services, a Business may terminate this Agreement and its Subscription immediately by providing notice to CoFlowx.A Freelancer may terminate this Agreement at any time by prior written notice to CoFlowx.
  

• Consequences of Termination
  

  💡 Certain rights and obligations will survive after this agreement ends.
  

  If this Agreement is terminated:

  • by a Business under clause 10, CoFlowx will provide that Business with a pro rata refund of any Service Fee prepaid by it applicable to the Subscription Term following the effective date of termination of this Agreement and its Subscription;
    

  • by CoFlowx under clause 10, the relevant Business will remain liable to pay any Service Fee outstanding on the termination date;
    

  • by either a Business or CoFlowx under clause 10:
    

    • CoFlowx will cancel the relevant Business’ Account from the effective date of termination and that Business (and any Administrator appointed by it) will no longer be entitled to use the Platform and the Services;
    • termination will not affect any preexisting agreement between the relevant Business and a Freelancer in relation to the provision of Freelancer Services to that Business after the effective date of termination of this Agreement; and
    • any Freelancer who is a member of the relevant Business’ talent pool will not have access to that Business’ Account after the effective date of termination of this Agreement; or

  • by a Freelancer under clause 10, CoFlowx will cancel that Freelancer’s Account from the effective date of termination and that Freelancer will no longer be entitled to use the Platform and the Services.
    

  The Platform includes functionality that enables you to export User Data in your Account at any time. If that functionality is not operational when this Agreement is terminated, CoFlowx may assist you to export any User Data in your Account at the time of termination, provided you make a written request within 30 days after the termination date. CoFlowx does not guarantee that all User Data in your Account can be exported and only User Data that is permitted to be transferred to you be transferred to you. On receipt of a written request from you, CoFlowx will delete all User Data in your Account from its production environments.

  Termination of this Agreement will be without prejudice and will not affect the accrued rights and remedies of CoFlowx as at the date of termination.  All clauses which either expressly or by implication are intended to survive this Agreement ending will continue to apply after this Agreement ends, including this clause and clauses 13 to 22 and clauses 26 and 27.

• Changes to Platform and Services
  

  💡 We have the right to make changes to our platform and services.
  

  CoFlowx continually changes and improves the Platform and the Services and may alter the Platform and the Services at any time without prior notice to Users. CoFlowx will provide Users with reasonable prior notice if it makes a change resulting in an overall material decrease in functionality of the Platform or the Services.
  

  If CoFlowx makes a change that results in a material decrease in functionality, a Business may terminate this Agreement and its Subscription under clause 10.
  

• Third Party Services
  

  💡 We are not responsible for third party services you use with our platform or services.
  

  If you use any third party service with the Platform or the Services (for example Xero integrations or a web browser), you acknowledge that those third party service may access or use your User Data. CoFlowx will not be responsible for any act or omission of the third party, including such third party’s use of your User Data. CoFlowx does not warrant or support any such third party service, and you should contact that third party for any issues arising from your use of the third party service.
  

• Feedback & Publicity
  

  💡 You agree that we can use your feedback and identify you as a customer.
  

  If you provide CoFlowx with any feedback associated with the Platform and the Services, CoFlowx may use that feedback without any obligation to you.
  

  CoFlowx may identify a Business (by name and logo) as a CoFlowx customer in promotional materials or during promotional events. If you do not want your name and/or logo to be used in this way, please advise CoFlowx by email to admin@coflowx.com.
  

• Records
  

  💡 You agree to make and keep all required records.
  

  Users are solely responsible for the creation, storage, and backup of their business records. CoFlowx has no obligation to store, maintain or provide Users with a copy of any User Data uploaded to the Platform, except to the extent required by any applicable Laws.
  

• Questions, Complaints & Disputes
  

  💡 Questions, complaints or disputes will be dealt with as described below.
  

  All questions, complaints or disputes relating to these Terms of Use, the Platform, the Services and the Service Fee must be submitted to CoFlowx directly by email to admin@coflowx.com. CoFlowx will endeavour to answer any questions, respond to any complaints and resolve any disputes expeditiously.
  

  You acknowledge that any complaints, enquiries or disputes in relation to Projects, Quotes or Freelancer Services must be directed to, and resolved by and between, the Business or Freelancer in question.
  

• Warranty Disclaimer
  

  💡 We are not responsible for the quality or reliability of the Platform or the Services.
  

  CoFlowx will operate the Platform and provide the Services with due care and skill.  Otherwise, to the maximum extent permitted by law, and except as expressly provided in these Terms of Use, all terms, conditions, warranties and representations (in each case whether express, implied, statutory or otherwise) relating in any way to the Platform, the Services or these Terms of Use are excluded.
  

• Limitation of Liability
  

  💡 Any liability we may have to you is limited or excluded.
  

  To the maximum extent permitted by law:
  

  • the liability of CoFlowx to a Business for any claim or Loss arising out of or in connection with the Platform, the Services or this Agreement is limited to an amount equal to the Service Fee paid or payable by you in the 12 months prior to the event giving rise to claim or Loss;
    

  • CoFlowx has no liability to a Freelancer for any claim or Loss arising out of or in connection with the Platform, the Services or this Agreement; and
    

  • all liability of CoFlowx is excluded in respect of any indirect, incidental or consequential loss (including loss of profits or revenue or business connections) suffered or incurred by you, in relation to the Platform, the Services or otherwise under or in connection with this Agreement.
    

• Release
  

  💡 You agree not to hold us responsible for any dispute you may have with another User.
  

  In recognition of the fact that CoFlowx is not a party to any contract between Users, you release CoFlowx and its respective officers, employees and agents from any claim, demand and Loss arising out of or in connection with any dispute you have with another User. This release includes any disputes regarding the performance and quality of any Freelancer Services and any non-payment of fees for the performance of any Freelancer Services.
  

• Indemnity
  

  💡 If you do something using the Platform or the Services that results in us being sued or fined, you agree to cover our costs or losses as described below.
  

  To the maximum extent permitted by law, you indemnify and must keep indemnified CoFlowx and its respective officers, employees and agents (those indemnified) from and against any and all Losses suffered or incurred by any of those indemnified arising from or related to:
  

  • any breach of these Terms of Use by you;
    

  • any act, omission, default or negligence of you;
    

  • any claim, demand, suit, action or proceeding by any person against any of those indemnified arising out of your use of the Platform or the Services;
    

  • the provision of Freelancer Services;
    

  • any dispute between a Business and a Freelancer; and
    

  • any matters relating to User Data supplied to CoFlowx and/or uploaded on the Platform.
    

• Intellectual Property Rights
  

  💡 Using our platform and services does not affect your ownership of intellectual property in content you upload to our platform or our ownership of intellectual property in our platform and services.
  

  You retain all ownership and Intellectual Property Rights to your User Data.
  

  For the term of this Agreement, you grant CoFlowx a worldwide, royalty free licence to use, reproduce, distribute, modify, adapt, create derivative works, or archive your User Data for the purposes of providing the Platform and the Services to you as contemplated by this Agreement.
  

  Nothing in this Agreement or from your use of the Platform or the Services grants you:
  

  • ownership in the Platform or the Services or the content you access through the Platform or the Services (other than your User Data); and
    

  • any right in CoFlowx’s Intellectual Property Rights.
    

  CoFlowx will continue to own all right, title, and interest in and to the Platform and the Services and the systems and networks used to provide the Platform and the Services, including all system-generated data, modifications, improvements, upgrades, derivative works, and all Intellectual Property Rights in and to any of the foregoing. Except for the express rights granted to you under this Agreement, CoFlowx does not grant you any other licenses, express or implied, to any of its Intellectual Property Rights.
  

• Confidentiality
  

  💡 Below we specify how confidential information must be handled under this agreement.
  

  In this Agreement, Confidential Information means any information disclosed by a party (the Discloser) to the other party (the Recipient) in connection with the use of the Platform or the Services that is marked confidential or would reasonably be considered as confidential under the circumstances. User Data is Confidential Information of the User who uploaded it to the Platform. Confidential Information does not include any information that:
  

  • is or becomes public through no fault of the Recipient;
    

  • the Recipient already lawfully knew;
    

  • was rightfully given to the Recipient by a third party free of any confidentiality duties or obligations; or
    

  • was independently developed by the Recipient without reference to the Discloser’s Confidential Information as demonstrated by documentary evidence.
    

  The Recipient must:
  

  • protect the Discloser’s Confidential Information using commercially reasonable efforts and no less than the same efforts it uses to protect its own Confidential Information;
    

  • not disclose the Discloser’s Confidential Information, except to affiliates, employees, directors, contractors, agents, and professional advisors of the Recipient who need to know it and who have agreed in writing to keep it confidential;
    

  • only use the Discloser’s Confidential Information to exercise its rights and fulfil its obligations under this Agreement; and
    

  • ensure that its affiliates, employees, directors, contractors, agents and professional advisors only use the Discloser’s Confidential Information to exercise its rights and fulfil its obligations under this Agreement
    

  The Recipient may disclose the Discloser’s Confidential Information to the extent required by law or legal process, but only after it, if permitted by law:
  

  • uses commercially reasonable efforts to notify the Discloser in writing;
    

  • gives the Discloser the opportunity to challenge the requirement to disclose; and
    

  • cooperates with the Discloser if the Discloser seeks an appropriate protective order.
    

• Registration and Notices
  

  💡 Below we specify how notices will be provided under this agreement.
  

  As part of the process of completing a Registration, you must provide a current email address and any other contact details that CoFlowx requests for Registration.
  

  Any notice or other written communication sent by you to CoFlowx under or in connection with the Platform or the Services must be sent by email to admin@coflowx.com. CoFlowx may send you notices or other written communications via the Platform or by email to an email address provided by you during a Registration. You must ensure that at all times your contact details (including email addresses) are correct and current.
  

  An email will be taken to have been served at the time of sending, unless within 24 hours of it being sent the sender receives a manual or automated response indicating that it was not delivered successfully.
  

• Variations to Agreement
  

  💡 We have the right to modify these terms and our privacy policy and will provide you with reasonable advance notice of substantial changes.
  

  This Agreement may be varied by CoFlowx at any time by posting a revised version to the Website.
  

  CoFlowx will provide reasonable prior notice of any variation that includes a Substantial Change, by posting the updated Terms of Service or Privacy Policy (as applicable) on the Website and providing notice on the Website or by email. If the Substantial Change includes an increase to the Service Fee, CoFlowx will provide at least 30 days’ advance notice of the change. CoFlowx may not provide any advance notice for changes resulting in a reduction in the Service Fee, any temporary or promotional the Service Fee change, or changes that do not constitute a Substantial Change.
  

  Any variation to this Agreement will take effect from the time the varied Terms of Use or Privacy Policy (as applicable) are available on the Website.
  

• Assignment
  

  💡 You (if you are a Business) and we can only transfer our rights and obligations under this agreement under certain conditions.
  

  Neither a Business nor CoFlowx may assign this Agreement without the other party’s prior written consent (such consent not to be unreasonably withheld). An Business or CoFlowx may assign this Agreement without notice to an affiliate or to a successor or acquirer (as applicable), in connection with a merger, acquisition, corporate reorganisation or consolidation, or the sale of all or substantially all of its assets or its business to which the subject matter of this Agreement relates.
  

  A Freelancer may not assign this Agreement without CoFlowx’s prior written consent.
  

  The terms of this Agreement will be binding on the parties and their respective successors and permitted assigns. Any other attempt to transfer or assign this Agreement or any rights or obligations under this Agreement are void. CoFlowx may subcontract its obligations under this Agreement without prior consent from Users.
  

• Governing Law
  

  💡 Below we specify what law will apply to this agreement.
  

  This Agreement is to be construed according to, and is governed by, the laws of New South Wales, Australia.  The parties submit to the non-exclusive jurisdiction of the courts in and of New South Wales in relation to any dispute arising under this Agreement.
  

• Entire Agreement
  

  💡 This is the only agreement that applies to your use of our platform and services.
  

  This Agreement constitutes the entire agreement between you and CoFlowx and supersedes any other prior or contemporaneous agreements, terms and conditions, written or oral concerning its subject matter. No other terms or conditions will be binding on CoFlowx or otherwise have any force or effect.
  

• Definitions & Interpretation
  

  💡 Below we define capitalised terms that appear in these Terms of Service.
  

  In these Terms of Use:
  

  Account means an account created by or on behalf of a Business or a Freelancer for the purpose of using the Platform and the Services.
  

  Administrator means any person who has log in credentials to a Business’s Account to manage that account.
  

  Business means any authorised User of the Platform (other than an Administrator) that uses the Platform to seek, obtain and pay for Freelancer Services.
  

  CoFlowx, we, us or our means CoFlowx Pty Ltd (ABN 33 669 268 133).
  

  Freelancer means any authorised User of the Platform that uses the Platform to quote for, provide and receive payment for the provision of Freelancer Services.
  

  Freelancer Services means services provided by a Freelancer to a Business in relation to a Project, whether under a Quote accepted by that Business or otherwise.
  

  GST has the same meaning as in the A New Tax System (Goods and Services Tax) Act 1999 (Cth).
  

  Intellectual Property Rights means any and all present and future intellectual and industrial property rights, including any registered or unregistered forms of copyright, designs, patents, trademarks, service marks, domain names, good will and any commercial information. Intellectual Property Rights also include any application or right to apply for registrations of any of these rights, any rights protected or recognised under any laws throughout the world, related to these rights, and anything copied or derived from such property or rights.
  

  Laws means any applicable federal, state and local laws (including legislation), mandatory codes, directives or practices and mandatory industry codes (whatever called) of any relevant country and jurisdiction.
  

  Loss means any loss, damage, cost, interest, expense, fee, penalty, fine, forfeiture, assessment, liability or award of damages and includes legal costs on an indemnity basis and indirect, incidental or consequential loss.
  

  Platform means the website, mobile website, mobile application (app), any associated or inter-Platform communications (e.g. emails, internal messages, etc.) and any software relating to the foregoing, and any hypertext links linking to external sites, from which the Services are provided by CoFlowx.
  

  Privacy Policy means CoFlowx’s Privacy Policy available at www.coflowx.com/privacy.
  

  Project means a project submitted by a Business on the Platform for consideration and quotation by Freelancers.
  

  Quote means any quote provided in writing by a Freelancer to a Business in respect of a Project submitted by that Business.
  

  Registration means the electronic application to access and use the Platform completed by Businesses and Freelancers. Registration will only have been completed when an electronic box is ‘checked’ agreeing to this Agreement.
  

  Service Fee means the service fee applicable to a Business’s Subscription for its use of the Platform and the Services.
  

  Services means the services provided by CoFlowx, specifically providing a digital platform for the purpose of facilitating introductions, engagements and interactions between Businesses and Freelancers.
  

  Subscription has the meaning given to it in clause 6.
  

  Subscription Term means the length of time for which a Business agrees to pay for access to the Platform and the Services.
  

  Substantial Change means a change to these Terms of Use that materially reduces a User’s rights or increases a User’s responsibilities.
  

  User, you or your means a Business or a Freelancer and any person to whom a Business or Freelancer provides access to the Platform for any reason, including an Administrator.
  

  User Data means all information, content, documents, material, data, files, pictures, images, graphics and any other information in any form displayed on or uploaded to the Platform, by a User.
  

  User Guide means any information or guidelines provided or published by CoFlowx time in relation to the Platform or the Services, including instructions or guidance or in the form of frequently asked questions (FAQs) on the Platform.
  

  Website means the website available at www.coflowx.com.
  

  In these Terms of Use:
  

  • words importing any gender include the other genders;
    

  • headings will be ignored in construing this document;
    

  • use of inclusive terms such as “includes” or “including” will be read as “includes, without limitation” or “including, without limitation”;
    

  • words importing the singular include the plural and vice versa;
    

  • references to persons include corporations; and
    

  • references to writing include any mode of representing or reproducing words in visible form, and include email transmissions and electronic messaging.